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How definitive the wording is.This transaction
This share acquisitionCounterpartyHiguchi Shuichiro (樋口 修一朗)
Disclosing companyAZ-COM MARUWA Holdings Inc.
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
General freight motor vehicle transportation, industrial waste collection and transportation, construction business (interior finishing work), and warehousing
Location Higashiosaka, Osaka PrefectureShare capital ¥10 millionDate of incorporation 2 July 1965 (changed to its current trade name in September 1993)
Net Sales¥18,015 million (fiscal year ended May 2025)
Operating profit¥445 million (fiscal year ended May 2025)
Net income for the current fiscal year¥468 million (fiscal year ended May 2025)
Net assets¥4,848 million (fiscal year ended May 2025)
Consideration and expenses
Acquisition priceNot disclosed pursuant to confidentiality obligations between the parties
Type of ConsiderationCash
Impact on Business Performance
The transaction has already been reflected in the Company's consolidated earnings forecasts for the fiscal year ending March 2027, and its impact on the Company's consolidated results is expected to be minor.
Procedures and assumptions
Management structure after acquisitionPresident and Representative Director Yamazaki Masahiro (山﨑 真弘) is expected to continue serving as President and Representative Director after the share acquisition. The trade name and employee treatment are Not disclosed.
| Item | Details |
|---|---|
| Transaction name | This share acquisition |
| Counterparty name | Higuchi Shuichiro (樋口 修一朗) |
| Name of the Subject Company | 株式会社樋口物流サービス |
| Business Description of the Subject Company | General freight motor vehicle transportation, industrial waste collection and transportation, construction business (interior finishing work), and warehousing |
| Location of the Subject Company | Higashiosaka, Osaka Prefecture |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 2 July 1965 (changed to its current trade name in September 1993) |
| Net Sales of the Subject Company | ¥18,015 million (fiscal year ended May 2025) |
| Operating Profit of the Subject Company | ¥445 million (fiscal year ended May 2025) |
| Net Income of the Subject Company | ¥468 million (fiscal year ended May 2025) |
| Net Assets of the Subject Company | ¥4,848 million (fiscal year ended May 2025) |
| Acquisition price | Not disclosed pursuant to confidentiality obligations between the parties |
| Type of Consideration | Cash |
| Number of shares acquired | 14,000 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | Before Higuchi Shuichiro (樋口 修一朗): 100% → after Higuchi Shuichiro (樋口 修一朗): 0% |
| Impact on Business Performance | The transaction has already been reflected in the Company's consolidated earnings forecasts for the fiscal year ending March 2027, and its impact on the Company's consolidated results is expected to be minor. |
| Date of board resolution | 22 May 2026 |
| Contract Date | 22 May 2026 |
| Execution Date / Effective Date | 15 June 2026 (scheduled share acquisition date) |
| Management structure after acquisition | President and Representative Director Yamazaki Masahiro (山﨑 真弘) is expected to continue serving as President and Representative Director after the share acquisition. The trade name and employee treatment are Not disclosed. |
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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 transaction is intended to secure drivers, trucks and relay bases to strengthen transportation capacity, establish an integrated transportation and delivery system by combining the two companies' networks, and achieve other synergies, including the advancement of the 3PL business.
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