Merger by absorption of a wholly owned subsidiary and recognition of an extraordinary loss (loss on extinguishment of shares in the merger)
Kyokuto Boeki Kaisha,Limited; 株式会社ゼットアールシー・ジャパン
The Japanese general agency business for US-based ZRC Worldwide, which manufactures Z.R.C. heavy-duty anti-corrosion coatings
株式会社ゼットアールシー・ジャパン will be integrated into the company's Materials Solutions Group to improve the efficiency of group management and strengthen its sales structure. The loss on extinguishment of shares in the merger is expected to arise in connection with the merger.
The amount has not been determined. Kyokuto Boeki Kaisha,Limited is expected to recognize the loss on extinguishment of shares in the merger as an extraordinary loss in its standalone financial statements. There will be no impact on consolidated profit or loss.
Subject to approval at the general meeting of shareholders to be held on 23 June 2026 to approve the merger agreement, the merger by absorption will be carried out with 1 October 2026 as its effective date. The company will promptly disclose the amount of the extraordinary loss once it has been determined.
| Item | Details |
|---|---|
| Event name | Merger by absorption of a wholly owned subsidiary and recognition of an extraordinary loss (loss on extinguishment of shares in the merger) |
| Date of occurrence | 1 October 2026 (scheduled; effective date of the merger) |
| Date recognized / date notice received | 22 May 2026 (date of board resolution and execution of the merger agreement) |
| Subject Entity | Kyokuto Boeki Kaisha,Limited; 株式会社ゼットアールシー・ジャパン |
| Target Locations / Products | The Japanese general agency business for US-based ZRC Worldwide, which manufactures Z.R.C. heavy-duty anti-corrosion coatings |
| Cause | 株式会社ゼットアールシー・ジャパン will be integrated into the company's Materials Solutions Group to improve the efficiency of group management and strengthen its sales structure. The loss on extinguishment of shares in the merger is expected to arise in connection with the merger. |
| Amount of Impact on Business Performance | The amount has not been determined. Kyokuto Boeki Kaisha,Limited is expected to recognize the loss on extinguishment of shares in the merger as an extraordinary loss in its standalone financial statements. There will be no impact on consolidated profit or loss. |
| Outlook | Subject to approval at the general meeting of shareholders to be held on 23 June 2026 to approve the merger agreement, the merger by absorption will be carried out with 1 October 2026 as its effective date. The company will promptly disclose the amount of the extraordinary loss once it has been determined. |
| Planned follow-up disclosure | The company will promptly disclose the amount of the extraordinary loss once it has been determined. |
Items this document does not state (16)
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.株式会社ゼットアールシー・ジャパン will be integrated into the company's Materials Solutions Group to improve the efficiency of group management and strengthen its sales structure.