Komori
M&A and Subsidiary Changes9347NIPPON KANZAI Holdings Co.,Ltd.Information and Communications, Services and Others

Notice Regarding a Change in a Specified Subsidiary

Tokyo Capital Management Co., Ltd., our wholly owned consolidated subsidiary, plans to invest ¥431 million in the silent partnership "Ａｉ," making Ａｉ a wholly owned consolidated subsidiary of our Group and a specified subsidiary.

Worth reading
36Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
431
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

Silent partnership investment
Counterparty合同会社Ａｉ
Disclosing companyNIPPON KANZAI Holdings Co.,Ltd.
Silent partnership operated by 合同会社ＡｉVoting rights ownership percentage

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company

Acquisition, holding and disposal of real estate trust beneficiary interests and related activities

Location Chiyoda-ku, Tokyo
Consideration and expenses
Acquisition price¥431 million (予定)
Type of ConsiderationCash contribution
Impact on Business Performance

The impact of this transaction on our consolidated results will be immaterial.

This transaction
ItemDetails
Transaction nameSilent partnership investment
Counterparty name合同会社Ａｉ
Name of the Subject CompanySilent partnership operated by 合同会社Ａｉ
Business Description of the Subject CompanyAcquisition, holding and disposal of real estate trust beneficiary interests and related activities
Location of the Subject CompanyChiyoda-ku, Tokyo
Acquisition price¥431 million (予定)
Type of ConsiderationCash contribution
Voting rights ownership percentageAfter 100% (equity interest) (before not disclosed)
Impact on Business PerformanceThe impact of this transaction on our consolidated results will be immaterial.
Date of board resolution25 August 2026
Contract Date30 September 2026 (予定)
Execution Date / Effective Date31 October 2026 (予定)
Items this document does not state (20)
Capital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses 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 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.

To make a silent partnership investment in Ａｉ, which will acquire, hold and dispose of real estate trust beneficiary interests and conduct related activities. In addition, the total investment will be equivalent to at least 10% of the amount of our share capital, making Ａｉ a specified subsidiary.

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.
Notice Regarding a Change in a Specified Subsidiary | NIPPON KANZAI Holdings Co.,Ltd. (9347) timely disclosure | Komori