Worth reading
39Recurring
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
176
¥ millionWording
Conditional
How definitive the wording is.This transaction
This transactionCounterparty株式会社JG44
Disclosing companyCUC Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Contract Date25 September 2026
Execution Date / Effective Datenot disclosed (the commencement date of settlement and the self-tender offer period are stated as予定)
Target company
Home-visit pharmacy services and related businesses
Location Kasuga, Fukuoka PrefectureShare capital ¥200.457 million (as of the end of June 2026)Date of incorporation 14 November 2007
Consideration and expenses
Type of ConsiderationMixed (sale through the self-tender offer and acquisition of shares in the tender offeror through a share exchange)
Merger ratio/share exchange rationot disclosed (the share exchange is described, but the exchange ratio is not provided)
Tender offer period28 September 2026 to 10 November 2026 (予定)
Amount of extraordinary income (loss)not disclosed (the amount of extraordinary income or loss is not provided)
Impact on Business Performance
This matter will have no impact on consolidated results for the fiscal year ending March 2027. Upon completion of the Transaction, equity attributable to owners of the parent is expected to increase by ¥176 million.
| Item | Details |
|---|---|
| Transaction name | This transaction |
| Counterparty name | 株式会社JG44 |
| Name of the Subject Company | HYUGA PRIMARY CARE株式会社 |
| Business Description of the Subject Company | Home-visit pharmacy services and related businesses |
| Location of the Subject Company | Kasuga, Fukuoka Prefecture |
| Capital Stock of the Subject Company | ¥200.457 million (as of the end of June 2026) |
| Date of Establishment of the Subject Company | 14 November 2007 |
| Type of Consideration | Mixed (sale through the self-tender offer and acquisition of shares in the tender offeror through a share exchange) |
| Merger ratio/share exchange ratio | not disclosed (the share exchange is described, but the exchange ratio is not provided) |
| Tender offer period | 28 September 2026 to 10 November 2026 (予定) |
| Number of shares acquired | None acquired (none of the 840,000 shares of the target company owned by CUC Inc. will be tendered in this tender offer) |
| Voting rights ownership percentage | Before 11.77% (shares of the target company, as of the end of March 2026) → after 11.09% (voting rights in the tender offeror) |
| Amount of extraordinary income (loss) | not disclosed (the amount of extraordinary income or loss is not provided) |
| Impact on Business Performance | This matter will have no impact on consolidated results for the fiscal year ending March 2027. Upon completion of the Transaction, equity attributable to owners of the parent is expected to increase by ¥176 million. |
| Contract Date | 25 September 2026 |
| Execution Date / Effective Date | not disclosed (the commencement date of settlement and the self-tender offer period are stated as予定) |
Items this document does not state (16)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceTender offer priceMinimum number of shares to be purchasedFunding arrangementsGoodwill amountDate 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.Because CUC Inc. determined that enhancing the target company's enterprise value would also contribute to increasing the CUC Group's medium- to long-term shareholder value.
How to read this page
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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.