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Machine Translated by Google

March 17, 2023

everybody

Company name Tokyo Kouatsu Yamazaki Co., Ltd.

(Code number 7139 TOKYO PRO Market)

Representative: Hiromasa Maeda, President and CEO Inquiries: Yasuhisa Eguchi, Senior

Executive Officer, General Manager of Administration Headquarters

T E L 03-3409-7541

U R L https://www.tokyo-koatsu.com/

Notice Regarding Change in Equity-Method Affiliate (Share Transfer) and Extraordinary Profits

At the meeting of the Board of Directors held today, the Company announced that its equity-method affiliate Tokyo Rare Gas Co., Ltd.

(Hereinafter, all of the shares of Tokyo Rare Gas Co., Ltd. will be transferred to Tokyo Gas Chemicals Co., Ltd. (hereafter, Tokyo Gas Chemicals Co., Ltd.).

) and agreed to conclude a share transfer agreement with Tokyo Gas Chemicals. As a result of this share transfer, Tokyo Rare Gas will no longer be an

equity-method affiliate of the Company.

increase.

In addition, due to this share transfer, extraordinary income is expected to occur in the consolidated financial results for the fiscal year ending May 2023.

Therefore, we would like to inform you as follows.

remember

1. Reason for change

Tokyo Rare Gas Co., Ltd. was established in April 1998 as a joint venture between Tokyo Gas Chemicals Co., Ltd. and our company. Tokyo Rare

Neon, krypton, xenon, and their mixed gases produced by Gas Company are attracting attention for their use in cutting-edge industrial fields such as

semiconductors, liquid crystals, medical care, and space, as well as in the energy conservation field. Recently, Tokyo Rare Gas' parent company, Tokyo

Gas Chemicals, has announced that Tokyo Rare Gas will achieve further sustainable growth and medium- to long-term business prospects.

We received an offer for this share transfer in order to conduct a capital review for stable management. As a result

of comprehensively considering the transfer price and the purpose of Tokyo Gas Chemicals, we have determined that the transfer of shares will

contribute to the future growth of the Group and Tokyo Rare Gas. I came to the decision. The Group will use the funds obtained from this share transfer

to strengthen its financial base and invest in growth.

We will strive to achieve sustainable growth and further improve our corporate value by using the proceeds as a source of capital.

The business relationship with Tokyo Gas Chemicals and Tokyo Rare Gas will remain unchanged.

It will be.

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2. Overview of the changed equity-method affiliate (Tokyo Rare Gas Co., Ltd.)

(1) Name (2) Tokyo Rare Gas Co., Ltd.

Head office location (3) 2-4-1 Shibakoen, Minato-ku, Tokyo

Name and title of representative President Masaaki Fujihira Manufacture of neon,

(4) Business content krypton, xenon and mixed gases

(5) Capital 20 million yen

(6) Date of establishment April 1, 1998

(7) Major shareholders and shareholding ratio Tokyo Gas Chemicals 80.0% 20.0%

Our company

(8) Listed company and the relevant company Capital relationship We own 20.0% of the voting shares of the company concerned. Personnel relationship

relationship with Hiromasa Maeda, Representative Director of the Company, concurrently serves as a director of the company

I am working.

Business relationship The Company has sales transactions with the relevant company.

3. Overview of the share transferee (Tokyo Gas Chemicals Co., Ltd.)

(1) Name (2) Tokyo Gas Chemicals Co., Ltd. 2-4-1

Store location Shibakoen, Minato-ku, Tokyo

(3) Title and name of representative (4) Representative Director and President Takayuki Genma

Business content •Production, transportation and sales of industrial and medical gases

•Design, construction, sales and maintenance of gas-related facilities and

equipment •Transportation and

sales of LNG •Water treatment consulting, design, construction and sales of related facilities, sales of

chemical products

•LNG business related to the use of cold energy

(5) Capital (6) Date 1,000 million yen

of establishment October 1, 1973

(7) Major shareholders and shareholding ratio Tokyo Gas Engineering Solutions 100.0%

(8) Listed company and the company concerned Capital relationship The concerned company owns 4.9% of our voting shares.

relationship with vinegar.

Personnel relationship Not applicable. Transactional

relationship The Company has a purchase and sales transaction with the relevant company.

4. Number of voting rights and ownership ratio of voting rights before and after transfer of Tokyo Rare Gas shares

(1) Owned shares before transfer 80 shares (Number of voting rights: 80 shares, Percentage of voting rights held: 20.0%)

(2) Number of shares to be 80

transferred (3) Number of shares to be owned after transfer shares 0 shares (Number of voting rights: 0 shares, Percentage of voting rights owned: 0%)

*The transfer price will not be disclosed based on the intention of the transferee.

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5. Transfer schedule

Board resolution date March 17, 2023

Contract execution date March 22, 2023 March

Share transfer execution date 31, 2023

6. Occurrence of Extraordinary Income and Future Outlook

The amount of impact on consolidated financial results due to this share transfer is currently being refined due to adjustments necessary for consolidated financial results.

Although it is still under review, we plan to post an extraordinary profit as a gain on sales of stocks of affiliated companies. We will promptly announce the

full-year earnings forecast for the fiscal year ending May 31, 2023 as soon as it becomes possible.

above

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