Komori
M&A and Subsidiary Changes9247TRE HOLDINGS CORPORATIONInformation and Communications, Services and Others

Notice Regarding the Acquisition of Shares in Izumi Civil Engineering Co., Ltd. (Making It a Subsidiary)

タケエイ, a consolidated subsidiary of TREホールディングス, has decided to acquire all 100,000 shares of 泉土木 and make it a subsidiary, and has entered into a share transfer agreement. The share transfer is scheduled to take place on 1 September 2026.

Worth reading
58In 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
100000
Shares
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of shares and conversion into a subsidiary
CounterpartyIzumi Masahiro (泉 昌弘), Izumi Hisao (泉 久雄)
Disclosing companyTRE HOLDINGS CORPORATION
株式会社泉土木Voting rights ownership percentageNumber of shares acquired 100,000 shares (number of voting rights: 100,000)

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

Collection and transportation of construction-related industrial waste, primarily in Tokyo

Location Edogawa City, TokyoShare capital ¥50 millionDate of incorporation October 1970
Net Sales¥2,262 million (fiscal year ended March 2026)
Operating profit¥70 million (fiscal year ended March 2026)
Net income for the current fiscal year¥48 million (fiscal year ended March 2026)
Net assets¥482 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition priceThe acquisition price is not disclosed at the request of the counterparty.
Impact on Business Performance

The impact on the consolidated earnings forecast for the current fiscal year is expected to be minor.

Procedures and assumptions
Valuation methodologyBased on the target company's fair value of net assets and other factors
This transaction
ItemDetails
Transaction nameAcquisition of shares and conversion into a subsidiary
Counterparty nameIzumi Masahiro (泉 昌弘), Izumi Hisao (泉 久雄)
Name of the Subject Company株式会社泉土木
Business Description of the Subject CompanyCollection and transportation of construction-related industrial waste, primarily in Tokyo
Location of the Subject CompanyEdogawa City, Tokyo
Capital Stock of the Subject Company¥50 million
Date of Establishment of the Subject CompanyOctober 1970
Net Sales of the Subject Company¥2,262 million (fiscal year ended March 2026)
Operating Profit of the Subject Company¥70 million (fiscal year ended March 2026)
Net Income of the Subject Company¥48 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥482 million (fiscal year ended March 2026)
Acquisition priceThe acquisition price is not disclosed at the request of the counterparty.
Number of shares acquired100,000 shares (number of voting rights: 100,000)
Voting rights ownership percentageBefore 0% → after 100%
Impact on Business PerformanceThe impact on the consolidated earnings forecast for the current fiscal year is expected to be minor.
Contract Date17 August 2026
Execution Date / Effective Date1 September 2026 (scheduled)
Valuation methodologyBased on the target company's fair value of net assets and other factors
Items this document does not state (14)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionIndependent 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.

The acquisition is intended to strengthen the collection and transportation capacity for construction-related industrial waste in the Tokyo metropolitan area, improve operational efficiency and expand the business. The company also expects to leverage 泉土木's extensive experience and specialized personnel in large-scale projects, thereby expanding its market share and broadening and diversifying its business operations.

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Notice Regarding the Acquisition of Shares in Izumi Civil Engineering Co., Ltd. (Making It a Subsidiary) | TRE HOLDINGS CORPORATION (9247) timely disclosure | Komori