Worth reading
90Important
Scored from 2 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
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Displayed only when the document provides numerical figures.Wording
Conditional
How definitive the wording is.This transaction
Name of transactionCounterparty (target company)株式会社いちごホールディングス
Disclosing companyTAIYO BUSSAN KAISHA,LTD.
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.
Target company
Manufacture of pizza dough; contract manufacturing, purchase and sale, and import of other food products and soft drinks
Location 2-2-15 Chuo, Aoba-ku, Sendai, Miyagi PrefectureShare capital ¥225 millionDate of incorporation 28 January 1948
Consideration and expenses
Type of ConsiderationShares. This document does not specify the details of the allocation of shares in TAIYO BUSSAN KAISHA,LTD., the share exchange wholly owning parent company, as consideration
Impact on Business Performance
The impact on the Company's consolidated results for the current fiscal year is currently under review. The timing of incorporating the company's results into the consolidated results will be determined after consultation with the audit firm
Procedures and assumptions
Conditions Precedent to ExecutionApproval of the share exchange agreement at extraordinary general meetings of shareholders of the Company and 株式会社いちごホールディングス
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Counterparty name | 株式会社いちごホールディングス |
| Name of the Subject Company | 株式会社いちごホールディングス |
| Business Description of the Subject Company | Manufacture of pizza dough; contract manufacturing, purchase and sale, and import of other food products and soft drinks |
| Location of the Subject Company | 2-2-15 Chuo, Aoba-ku, Sendai, Miyagi Prefecture |
| Capital Stock of the Subject Company | ¥225 million |
| Date of Establishment of the Subject Company | 28 January 1948 |
| Type of Consideration | Shares. This document does not specify the details of the allocation of shares in TAIYO BUSSAN KAISHA,LTD., the share exchange wholly owning parent company, as consideration |
| Voting rights ownership percentage | After 100％ (before not disclosed) |
| Impact on Business Performance | The impact on the Company's consolidated results for the current fiscal year is currently under review. The timing of incorporating the company's results into the consolidated results will be determined after consultation with the audit firm |
| Date of board resolution | 24 April 2026 |
| Contract Date | 24 April 2026 |
| Execution Date / Effective Date | 1 July 2026 |
| Conditions Precedent to Execution | Approval of the share exchange agreement at extraordinary general meetings of shareholders of the Company and 株式会社いちごホールディングス |
Items this document does not state (18)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses 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 CommitteeManagement 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.As the share exchange became effective as scheduled, the process of making 株式会社いちごホールディングス a wholly owned subsidiary was completed.
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.