Worth reading
56In focus
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
11000
¥ million (approximate share acquisition price)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares (making the company a consolidated subsidiary)CounterpartyNot disclosed (individual shareholder)
Disclosing companyES-CON JAPAN Ltd.
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.White points represent dates designated as scheduled dates in the document.
Target company
Real estate sales and purchases, leasing, brokerage, management and related activities
Location Chuo-ku, OsakaShare capital ¥90 millionDate of incorporation 17 October 1995
Net Sales¥39,371 million (fiscal year ended March 2025, before the company split)
Operating profit¥5,831 million (fiscal year ended March 2025, before the company split)
Net income for the current fiscal year¥1,936 million (fiscal year ended March 2025, before the company split)
Net assets¥25,722 million (fiscal year ended March 2025, before the company split)
Consideration and expenses
Acquisition price¥11,000 million (approximate; the share acquisition price will be finalized by the completion date of the share transfer)
Expenses other than the acquisition priceApproximate expenses of ¥31 million
Type of ConsiderationCash
Impact on Business Performance
The impact of the share acquisition on consolidated results for the current fiscal year is expected to be immaterial. The company will promptly announce any matters that should be disclosed if they become known.
Procedures and assumptions
Valuation methodologyThe price was determined based on the fair value of net assets, calculated using the fair value of the real estate held. The fair value of the principal properties was assessed based on financial due diligence, real estate due diligence and an engineering report prepared by an external research organization.
Conditions Precedent to ExecutionSubject to the company split (absorption-type company split) to be carried out by アーク不動産株式会社. Other conditions: Not disclosed.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares (making the company a consolidated subsidiary) |
| Counterparty name | Not disclosed (individual shareholder) |
| Name of the Subject Company | アーク不動産株式会社 |
| Business Description of the Subject Company | Real estate sales and purchases, leasing, brokerage, management and related activities |
| Location of the Subject Company | Chuo-ku, Osaka |
| Capital Stock of the Subject Company | ¥90 million |
| Date of Establishment of the Subject Company | 17 October 1995 |
| Net Sales of the Subject Company | ¥39,371 million (fiscal year ended March 2025, before the company split) |
| Operating Profit of the Subject Company | ¥5,831 million (fiscal year ended March 2025, before the company split) |
| Net Income of the Subject Company | ¥1,936 million (fiscal year ended March 2025, before the company split) |
| Net Assets of the Subject Company | ¥25,722 million (fiscal year ended March 2025, before the company split) |
| Acquisition price | ¥11,000 million (approximate; the share acquisition price will be finalized by the completion date of the share transfer) |
| Expenses other than the acquisition price | Approximate expenses of ¥31 million |
| Type of Consideration | Cash |
| Number of shares acquired | 1,800 shares; number of voting rights: Not disclosed |
| Voting rights ownership percentage | Before 0％ → after 100％ |
| Impact on Business Performance | The impact of the share acquisition on consolidated results for the current fiscal year is expected to be immaterial. The company will promptly announce any matters that should be disclosed if they become known. |
| Date of board resolution | 19 March 2026 |
| Contract Date | 19 March 2026 |
| Execution Date / Effective Date | 30 October 2026 (予定) |
| Valuation methodology | The price was determined based on the fair value of net assets, calculated using the fair value of the real estate held. The fair value of the principal properties was assessed based on financial due diligence, real estate due diligence and an engineering report prepared by an external research organization. |
| Conditions Precedent to Execution | Subject to the company split (absorption-type company split) to be carried out by アーク不動産株式会社. Other conditions: Not disclosed. |
Items this document does not state (10)
Merger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent valuation institutionSpecial CommitteeManagement 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 expand the earnings base of its recurring-income business, comprising real estate leasing and asset management, and to strengthen earnings and stabilize its management base by accumulating income-producing properties in operation.
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.