Komori
M&A and Subsidiary Changes9603H.I.S.Co.,Ltd.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in American Ring Travel, Inc. by Our Consolidated Subsidiary (Making It a Subsidiary)

Our consolidated subsidiary Jonview plans to acquire all issued shares of American Ring Travel, Inc. of the United States, making it a wholly owned subsidiary. The acquisition price is US$1,675,000 (approximately ¥269 million).

Worth reading
64In focus
Scored from 4 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
269
¥ millions (approximate acquisition price)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of shares and conversion into a subsidiary
CounterpartySam N. Zonni and Jennifer K. Zonni, as Trustees of the Zonni Family Trust, Margret Dietermann, as Trustee of the Margret Dietermann Living Trust, Martinus Albertus Duffhues and Ammy Grayda Duffhues, as Trustees of the Ammadeus Revocable Trust, Richard Groesz
Disclosing companyH.I.S.Co.,Ltd.
American Ring Travel, Inc.Voting rights ownership percentageNumber of shares acquired 4,845 shares (number of voting rights: 4,845)

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

Inbound travel business

Location United StatesShare capital US$153,000Date of incorporation 16 February 1983
Net SalesUS$15,803 thousand (fiscal year ending March 2026)
Operating profitUS$503 thousand (fiscal year ending March 2026)
Net income for the current fiscal yearUS$503 thousand (fiscal year ending March 2026)
Net assetsUS$403 thousand (fiscal year ending March 2026)
Consideration and expenses
Acquisition priceUS$1,675,000 (approximately ¥269 million)
Impact on Business Performance

Immaterial

This transaction
ItemDetails
Transaction nameAcquisition of shares and conversion into a subsidiary
Counterparty nameSam N. Zonni and Jennifer K. Zonni, as Trustees of the Zonni Family Trust, Margret Dietermann, as Trustee of the Margret Dietermann Living Trust, Martinus Albertus Duffhues and Ammy Grayda Duffhues, as Trustees of the Ammadeus Revocable Trust, Richard Groesz
Name of the Subject CompanyAmerican Ring Travel, Inc.
Business Description of the Subject CompanyInbound travel business
Location of the Subject CompanyUnited States
Capital Stock of the Subject CompanyUS$153,000
Date of Establishment of the Subject Company16 February 1983
Net Sales of the Subject CompanyUS$15,803 thousand (fiscal year ending March 2026)
Operating Profit of the Subject CompanyUS$503 thousand (fiscal year ending March 2026)
Net Income of the Subject CompanyUS$503 thousand (fiscal year ending March 2026)
Net Assets of the Subject CompanyUS$403 thousand (fiscal year ending March 2026)
Acquisition priceUS$1,675,000 (approximately ¥269 million)
Number of shares acquired4,845 shares (number of voting rights: 4,845)
Voting rights ownership percentageBefore -% → after 100%
Impact on Business PerformanceImmaterial
Date of board resolution28 August 2026
Contract DateMid-September 2026 (予定)
Execution Date / Effective DateMid-September 2026 (予定)
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)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.

The acquisition is intended to create synergies through the mutual use of the customer bases of the North American operations and the joint operation of tours, strengthen the Group's business base in North America, and enhance corporate value across the Group.

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 American Ring Travel, Inc. by Our Consolidated Subsidiary (Making It a Subsidiary) | H.I.S.Co.,Ltd. (9603) timely disclosure | Komori