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M&A and Subsidiary Changes9076SEINO HOLDINGS CO.,LTD.Transportation and Logistics

Notice Regarding Changes in an Equity-Method Affiliate (Transfer of Shares) and Recognition of Extraordinary Gain

The Company will transfer all 3,710 shares it holds in its equity-method affiliate, 株式会社阪急阪神エクスプレス, to Hankyu Hanshin Holdings,Inc. for ¥25,479 million, and the company will cease to be an equity-method affiliate. In connection with the transfer, the Company expects to record an approximately ¥12.0 billion gain on the sale of shares in an affiliate in the fiscal year ending March 2027.

Worth reading
71In focus
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
25479
¥ million
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

This share transfer
CounterpartyHankyu Hanshin Holdings,Inc.
Disclosing companySEINO HOLDINGS CO.,LTD.
Hankyu Hanshin Express Co., Ltd.Voting rights ownership percentageNumber of shares acquired 3,710 shares (number of shares transferred); number of voting rights: Not disclosed

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

Freight forwarding, customs clearance, warehousing, trucking, import and export trading, agency services and related businesses

Location Kita-ku, Osaka CityShare capital ¥100 millionDate of incorporation 12 May 1999
Net Sales¥45,454 million (fiscal year ended March 2026)
Operating profit¥713 million (fiscal year ended March 2026)
Net income for the current fiscal year¥2,942 million (fiscal year ended March 2026)
Net assets¥22,991 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition price¥25,479 million (transfer price)
Amount of extraordinary income (loss)Gain on sale of shares in an affiliate: approximately ¥12.0 billion (fiscal year ending March 2027)
Impact on Business Performance

The transaction is expected to affect consolidated results for the fiscal year ending March 2027. The specific impact on the full-year consolidated earnings forecast is currently under review.

Procedures and assumptions
Management structure after acquisitionBusiness dealings involving the provision and use of logistics services under the service agreement between the Company Group and HEX are expected to continue. The corporate name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameThis share transfer
Counterparty nameHankyu Hanshin Holdings,Inc.
Name of the Subject CompanyHankyu Hanshin Express Co., Ltd.
Business Description of the Subject CompanyFreight forwarding, customs clearance, warehousing, trucking, import and export trading, agency services and related businesses
Location of the Subject CompanyKita-ku, Osaka City
Capital Stock of the Subject Company¥100 million
Date of Establishment of the Subject Company12 May 1999
Net Sales of the Subject Company¥45,454 million (fiscal year ended March 2026)
Operating Profit of the Subject Company¥713 million (fiscal year ended March 2026)
Net Income of the Subject Company¥2,942 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥22,991 million (fiscal year ended March 2026)
Acquisition price¥25,479 million (transfer price)
Number of shares acquired3,710 shares (number of shares transferred); number of voting rights: Not disclosed
Voting rights ownership percentageBefore 34.01% → after 0%
Amount of extraordinary income (loss)Gain on sale of shares in an affiliate: approximately ¥12.0 billion (fiscal year ending March 2027)
Impact on Business PerformanceThe transaction is expected to affect consolidated results for the fiscal year ending March 2027. The specific impact on the full-year consolidated earnings forecast is currently under review.
Date of board resolution30 October 2026
Execution Date / Effective DateDuring the fourth quarter of the fiscal year ending March 2027 (予定)
Management structure after acquisitionBusiness dealings involving the provision and use of logistics services under the service agreement between the Company Group and HEX are expected to continue. The corporate name, representative and treatment of employees: Not disclosed
Items this document does not state (13)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountContract 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.

The Company received an offer from Hankyu Hanshin Holdings,Inc. to acquire the shares, based on a policy of reviewing the shareholder structure to support the further growth of 株式会社阪急阪神エクスプレス and concentrating the shares with the owner best positioned for its future growth. After consideration, the Company decided to transfer all of its shares.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding Changes in an Equity-Method Affiliate (Transfer of Shares) and Recognition of Extraordinary Gain | SEINO HOLDINGS CO.,LTD. (9076) timely disclosure | Komori