Alsok Co.,Ltd.
Notice Regarding Absorption-Type Merger of Japan Dry Chemical Co., Ltd. by TCG2511 Co., Ltd. Resulting in Consolidated Subsidiary Status
TCG2511 Co., Ltd. will absorb Japan Dry Chemical Co., Ltd. and establish a holding company. Business will continue under the new NDC name and TCG2511 will acquire NDC shares to accelerate integration of Alsok Co.,Ltd.'s disaster prevention businesses. Effective date is scheduled for January 2027.
Key Figures
- Major shareholders of TCG2511 Co., Ltd.: CJP V HC Holdings XI, L.P. 72%, Alsok Co.,Ltd. 28%
- Major shareholders of NDC: TCG2511 Co., Ltd. 75%, Alsok Co.,Ltd. 25%
- Consideration for this absorption-type merger: NDC common shares (1 share) stated as consideration (based on number of shares after reverse split)
AI要約
Overview of M&A and Organizational Restructuring
This matter involves TCG2511 Co., Ltd. absorbing Japan Dry Chemical Co., Ltd. as the surviving company and, on the same date, establishing a holding company via a sole share transfer to strengthen integration of Alsok Co.,Ltd.'s disaster prevention businesses. TCG2511 will make NDC a consolidated subsidiary by acquiring NDC shares; conditions presented include using NDC's common shares (4,400,000 shares) as consideration based on the number of shares after a reverse split. The effective date for practical purposes is scheduled for January 1, 2027.
Outlook and Impact
The financial impact is currently under review and will be disclosed as soon as matters requiring publication arise. This reorganization aims to strengthen capital and personnel relationships, and its effect on consolidated results is undetermined. While growth opportunities under the new structure after NDC integration are expected, details such as actual acquisition consideration and changes in shareholding ratios are limited to the information disclosed in the materials.
Alsok Co.,Ltd.
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