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M&A and Subsidiary Changes8439Tokyo Century CorporationFinancials (excluding banks)

Notice Regarding a Change in a Specified Subsidiary

Tokyo Century Corporation has decided to dissolve and liquidate its wholly owned consolidated subsidiary, Tokyo Century Asia Pte. Ltd. (TC Asia), after reducing its capital. As a result, TC Asia will cease to be a specified subsidiary.

Worth reading
40Recurring
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
125000
USD thousands (amount of capital reduction)
Wording
Conditional
How definitive the wording is.

This transaction

Dissolution and liquidation of TC Asia
Disclosing companyTokyo Century Corporation
Tokyo Century Asia Pte. Ltd.Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company

Investments, shareholdings and related activities in Asia

Location SingaporeShare capital USD 153,970 thousand (total capital contribution before the capital reduction; USD 28,970 thousand after the capital reduction,予定)Date of incorporation 14 November 2018
Net SalesUSD 591 thousand (fiscal year ended December 2025)
Operating profitUSD 13 thousand (fiscal year ended December 2025)
Net income for the current fiscal yearUSD (3,873) thousand (fiscal year ended December 2025)
Net assetsUSD 135,037 thousand (fiscal year ended December 2025)
Consideration and expenses
Type of ConsiderationCash (refund of USD 125,000 thousand through a paid-in capital reduction)
Impact on Business Performance

The impact of this matter on consolidated results for the fiscal year ending March 2027 has already been reflected in the earnings forecast announced on 11 May 2026.

Procedures and assumptions
Management structure after acquisitionTC Asia will be dissolved and liquidated, with liquidation proceedings予定 to commence within approximately one month after the capital reduction.
This transaction
ItemDetails
Transaction nameDissolution and liquidation of TC Asia
Name of the Subject CompanyTokyo Century Asia Pte. Ltd.
Business Description of the Subject CompanyInvestments, shareholdings and related activities in Asia
Location of the Subject CompanySingapore
Capital Stock of the Subject CompanyUSD 153,970 thousand (total capital contribution before the capital reduction; USD 28,970 thousand after the capital reduction,予定)
Date of Establishment of the Subject Company14 November 2018
Net Sales of the Subject CompanyUSD 591 thousand (fiscal year ended December 2025)
Operating Profit of the Subject CompanyUSD 13 thousand (fiscal year ended December 2025)
Net Income of the Subject CompanyUSD (3,873) thousand (fiscal year ended December 2025)
Net Assets of the Subject CompanyUSD 135,037 thousand (fiscal year ended December 2025)
Type of ConsiderationCash (refund of USD 125,000 thousand through a paid-in capital reduction)
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe impact of this matter on consolidated results for the fiscal year ending March 2027 has already been reflected in the earnings forecast announced on 11 May 2026.
Date of board resolution25 June 2026
Execution Date / Effective DateThe effective date of the capital reduction is予定 for late October 2026. Dissolution and liquidation proceedings are予定 to commence within approximately one month after the capital reduction.
Management structure after acquisitionTC Asia will be dissolved and liquidated, with liquidation proceedings予定 to commence within approximately one month after the capital reduction.
Items this document does not state (16)
Counterparty nameAcquisition priceExpenses 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)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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.

In light of the recent business environment, the company decided to reduce capital before dissolving and liquidating TC Asia in order to reduce group management costs.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding a Change in a Specified Subsidiary | Tokyo Century Corporation (8439) timely disclosure | Komori