Worth reading
40Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
1273
¥ millionWording
Conditional
How definitive the wording is.This transaction
This company splitCounterparty (target company)HKG トレーディング株式会社
Disclosing companyHANWA CO.,LTD.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Domestic and overseas sales of steel products, civil engineering materials, construction materials, ironmaking raw materials, steelmaking raw materials, stainless steel, special steel and other products, as well as steel frame construction and interior and exterior construction work under contract
Location Chuo-ku, TokyoShare capital ¥260 millionDate of incorporation 17 December 1970
Net Sales¥4,677 million (fiscal year ended March 2025, non-consolidated)
Operating profit¥111 million (fiscal year ended March 2025, non-consolidated)
Net income for the current fiscal year¥290 million (fiscal year ended March 2025, non-consolidated)
Net assets¥1,693 million (fiscal year ended March 2025, non-consolidated)
Consideration and expenses
Acquisition priceNo money or other assets will be delivered
Type of ConsiderationFree of charge (no money or other assets will be delivered)
Impact on Business Performance
This company split will have no effect on the Company's consolidated results.
Procedures and assumptions
Conditions Precedent to ExecutionAs the transaction qualifies as a simplified absorption-type company split under Article 796, Paragraph 2 of the Companies Act, it will be carried out without obtaining approval by resolution at a shareholders' meeting.
Management structure after acquisitionThe company names, business activities, head office locations, representatives, capital, and fiscal year-ends of the Company and HKGT will not change as a result of this company split. Employee treatment: not disclosed
| Item | Details |
|---|---|
| Transaction name | This company split |
| Counterparty name | HKG トレーディング株式会社 |
| Name of the Subject Company | HKG トレーディング株式会社 |
| Business Description of the Subject Company | Domestic and overseas sales of steel products, civil engineering materials, construction materials, ironmaking raw materials, steelmaking raw materials, stainless steel, special steel and other products, as well as steel frame construction and interior and exterior construction work under contract |
| Location of the Subject Company | Chuo-ku, Tokyo |
| Capital Stock of the Subject Company | ¥260 million |
| Date of Establishment of the Subject Company | 17 December 1970 |
| Net Sales of the Subject Company | ¥4,677 million (fiscal year ended March 2025, non-consolidated) |
| Operating Profit of the Subject Company | ¥111 million (fiscal year ended March 2025, non-consolidated) |
| Net Income of the Subject Company | ¥290 million (fiscal year ended March 2025, non-consolidated) |
| Net Assets of the Subject Company | ¥1,693 million (fiscal year ended March 2025, non-consolidated) |
| Acquisition price | No money or other assets will be delivered |
| Type of Consideration | Free of charge (no money or other assets will be delivered) |
| Voting rights ownership percentage | Before 100％ (after not disclosed) |
| Impact on Business Performance | This company split will have no effect on the Company's consolidated results. |
| Date of board resolution | 24 April 2026 (the Company and HKGT) |
| Contract Date | 30 April 2026 (scheduled) |
| Execution Date / Effective Date | 30 June 2026 (scheduled) |
| Conditions Precedent to Execution | As the transaction qualifies as a simplified absorption-type company split under Article 796, Paragraph 2 of the Companies Act, it will be carried out without obtaining approval by resolution at a shareholders' meeting. |
| Management structure after acquisition | The company names, business activities, head office locations, representatives, capital, and fiscal year-ends of the Company and HKGT will not change as a result of this company split. Employee treatment: not disclosed |
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.The purpose is to strengthen the structure under which Hanwa Co., Ltd.'s specialized divisions participate in and support the business operations and management of HKG トレーディング and the other companies, deepen synergies by leveraging each company's expertise and procurement network, strengthen the supply chain, and improve the ability to respond to customers.
How to read this page
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