Worth reading
48Recurring
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
15271
Thousands of yen (estimated amount of fixed assets to be received)Wording
Conditional
How definitive the wording is.This transaction
This company split (absorption-type company split)Counterparty (target company)ケアミックス株式会社
Disclosing companyEmimen Co.,Ltd.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Social work business: matching services for prospective residents of senior homes; work-sharing business: provision of services outside the scope of insurance utilizing diverse working arrangements and side jobs for nurses and other professionals, and support services for children requiring medical care
Location Machida, TokyoShare capital ¥10 millionDate of incorporation 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 priceNo consideration
Type of ConsiderationNo consideration
Impact on Business Performance
The impact on consolidated financial results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionShareholder approval is not required at either the Company or ケアミックス株式会社.
Management structure after acquisitionThere will be no changes to the Company's name, location, title or name of its representative, business activities, capital or fiscal year-end as a result of the company split. Following the company split, ケアミックス株式会社 will concentrate its management resources on its work-sharing business and expand services utilizing specialized personnel, including nurses.
| Item | Details |
|---|---|
| Transaction name | This company split (absorption-type company split) |
| Counterparty name | ケアミックス株式会社 |
| Name of the Subject Company | ケアミックス株式会社 |
| Business Description of the Subject Company | Social work business: matching services for prospective residents of senior homes; work-sharing business: provision of services outside the scope of insurance utilizing diverse working arrangements and side jobs for nurses and other professionals, and support services for children requiring medical care |
| Location of the Subject Company | Machida, Tokyo |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 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 | No consideration |
| Type of Consideration | No consideration |
| Voting rights ownership percentage | Before 100％ (after not disclosed) |
| Impact on Business Performance | The impact on consolidated financial results will be immaterial. |
| Date of board resolution | 18 August 2026 |
| Contract Date | 18 August 2026 |
| Execution Date / Effective Date | 1 November 2026 (Sunday) |
| Conditions Precedent to Execution | Shareholder approval is not required at either the Company or ケアミックス株式会社. |
| Management structure after acquisition | There will be no changes to the Company's name, location, title or name of its representative, business activities, capital or fiscal year-end as a result of the company split. Following the company split, ケアミックス株式会社 will concentrate its management resources on its work-sharing business and expand services utilizing specialized personnel, including nurses. |
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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee
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 will integrate the social work business, which operates in the same field as its business, to improve service quality, expand the service area and increase operational efficiency by mutually utilizing partner networks and consultation cases, standardizing business processes and information systems, optimizing personnel allocation and eliminating duplicated administrative operations. Following the company split, ケアミックス株式会社 will concentrate its management resources on its work-sharing business.
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