Worth reading
45Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Improvement
Direction inferred from the company’s description.Scale
100
% (equity interests acquired)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of all equity interests in NutrireCounterpartyGerson Luiz Simonaggio, Simone Simonaggio Carrer
Disclosing companyUNICHARM CORPORATION
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Production and sale of pet food
Location Federative Republic of BrazilShare capital BRL 56.27 million (approximately ¥1.78 billion)Date of incorporation 2001
Net SalesBRL 416 million (fiscal year ended December 2025)
Net income for the current fiscal yearBRL 39 million (fiscal year ended December 2025)
Net assetsBRL 57 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceThe Company declines to disclose this information at the request of the counterparty.
Impact on Business Performance
The impact of this transaction on the company's consolidated results is expected to be immaterial.
| Item | Details |
|---|---|
| Transaction name | Acquisition of all equity interests in Nutrire |
| Counterparty name | Gerson Luiz Simonaggio, Simone Simonaggio Carrer |
| Name of the Subject Company | Nutrire Indústria de Alimentos Ltda. |
| Business Description of the Subject Company | Production and sale of pet food |
| Location of the Subject Company | Federative Republic of Brazil |
| Capital Stock of the Subject Company | BRL 56.27 million (approximately ¥1.78 billion) |
| Date of Establishment of the Subject Company | 2001 |
| Net Sales of the Subject Company | BRL 416 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | BRL 39 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | BRL 57 million (fiscal year ended December 2025) |
| Acquisition price | The Company declines to disclose this information at the request of the counterparty. |
| Number of shares acquired | 100% of equity interests acquired (number of shares and voting rights not disclosed) |
| Voting rights ownership percentage | Before 0% → after 100% |
| Impact on Business Performance | The impact of this transaction on the company's consolidated results is expected to be immaterial. |
| Contract Date | 15 May 2026 (14 May 2026, Brazil local time) |
| Execution Date / Effective Date | September 2026 (planned) |
Items this document does not state (16)
Operating Profit of the Subject CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement structure after acquisition
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.To make a full-scale entry into the Brazilian market and build a business base over the medium to long term. The company aims to expand its pet care business in Brazil and Latin America by combining Nutrire's high-quality production base with its own marketing and product development capabilities.
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