Komori
M&A and Subsidiary Changes9237Emimen Co.,Ltd.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in Care Mix Co., Ltd. (Making It a Wholly Owned Subsidiary)

Emimen Co.,Ltd. will acquire 750 shares of ケアミックス株式会社, making it a wholly owned subsidiary with 100% of the voting rights. The acquisition price is ¥360 million, and the total including approximately ¥2 million in advisory and other fees is approximately ¥362 million. Part of the consideration is expected to be paid through an allocation of shares resulting from the disposal of treasury shares.

Worth reading
60In 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
362
¥ million (total, approximate amount)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

This share acquisition
CounterpartySHIBATA Co., Ltd., Shibata Akira (柴田 彰), Araki Kota (荒木 浩太), Daimon Naoki (大門 直希), 3 other individual shareholders
Disclosing companyEmimen Co.,Ltd.
ケアミックス株式会社Voting rights ownership percentageNumber of shares acquired 750 shares (number of voting rights: 750)

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

Social work business Matching services for prospective senior home residents Work-sharing business Provision of non-insurance-covered services utilizing diverse working arrangements and side jobs for nurses and other professionals, as well as support services for children requiring medical care

Location Machida, TokyoShare capital ¥10 millionDate of incorporation 16 June 2014
Net Sales¥548.905 million (fiscal year ended May 2025)
Operating profit¥1.704 million (fiscal year ended May 2025)
Net income for the current fiscal year¥0.228 million (fiscal year ended May 2025)
Net assets¥134.902 million (fiscal year ended May 2025)
Consideration and expenses
Acquisition price¥360 million for common shares of ケアミックス株式会社
Expenses other than the acquisition priceAdvisory and other fees (approximate amount): ¥2 million
Type of ConsiderationMixed consideration (cash consideration and an allocation of shares resulting from the disposal of the company's treasury shares. The share allocation is expected to be made to Shibata, the representative director of ケアミックス株式会社, and Araki, a director of the company.)
Impact on Business Performance

The impact on the company's consolidated results for the fiscal year ending October 2026 is currently under review. The company states that it will promptly disclose any matters requiring disclosure that arise in the future.

Procedures and assumptions
Management structure after acquisitionAraki and Daimon will become directors of ケアミックス株式会社. The change of corporate name and employee treatment have not been disclosed.
This transaction
ItemDetails
Transaction nameThis share acquisition
Counterparty nameSHIBATA Co., Ltd., Shibata Akira (柴田 彰), Araki Kota (荒木 浩太), Daimon Naoki (大門 直希), 3 other individual shareholders
Name of the Subject Companyケアミックス株式会社
Business Description of the Subject CompanySocial work business Matching services for prospective senior home residents Work-sharing business Provision of non-insurance-covered services utilizing diverse working arrangements and side jobs for nurses and other professionals, as well as support services for children requiring medical care
Location of the Subject CompanyMachida, Tokyo
Capital Stock of the Subject Company¥10 million
Date of Establishment of the Subject Company16 June 2014
Net Sales of the Subject Company¥548.905 million (fiscal year ended May 2025)
Operating Profit of the Subject Company¥1.704 million (fiscal year ended May 2025)
Net Income of the Subject Company¥0.228 million (fiscal year ended May 2025)
Net Assets of the Subject Company¥134.902 million (fiscal year ended May 2025)
Acquisition price¥360 million for common shares of ケアミックス株式会社
Expenses other than the acquisition priceAdvisory and other fees (approximate amount): ¥2 million
Type of ConsiderationMixed consideration (cash consideration and an allocation of shares resulting from the disposal of the company's treasury shares. The share allocation is expected to be made to Shibata, the representative director of ケアミックス株式会社, and Araki, a director of the company.)
Number of shares acquired750 shares (number of voting rights: 750)
Voting rights ownership percentageBefore 0.00% → after 100.00%
Impact on Business PerformanceThe impact on the company's consolidated results for the fiscal year ending October 2026 is currently under review. The company states that it will promptly disclose any matters requiring disclosure that arise in the future.
Date of board resolution15 May 2026
Contract Date15 May 2026
Execution Date / Effective Date1 June 2026
Management structure after acquisitionAraki and Daimon will become directors of ケアミックス株式会社. The change of corporate name and employee treatment have not been disclosed.
Items this document does not state (11)
Merger 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 two companies share compatible approaches to addressing social issues. By adding ケアミックス's coordinators, the combined workforce will expand to approximately 180 people, with the aim of improving service quality, expanding the service area and service volume, and enhancing the business foundation and corporate value.

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 the Acquisition of Shares in Care Mix Co., Ltd. (Making It a Wholly Owned Subsidiary) | Emimen Co.,Ltd. (9237) timely disclosure | Komori