Note: This document is a translation of the Japanese original. The Japanese original has been disclosed in Japan in accordance with Japanese accounting standards and the Financial Instruments and Exchange Act. This document does not contain or constitute any guarantee and the Company will not compensate any losses and/or damage stemming from actions taken based on this document. In the case that there is any discrepancy between the Japanese original and this document, the Japanese original is assumed to be correct.
Consolidated Financial Results for the Six Months Ended September 30, 2025 [Japanese GAAP]
November 12, 2025 | ||
Company name: | HASEKO Corporation Stock exchange listing: Tokyo Stock Exchange, Prime section | |
Code number: | 1808 URL: https://www.haseko.co.jp/hc/english/ | |
(Amounts are rounded to the nearest million yen)
1. Consolidated Financial Results for the Six Months Ended September 30, 2025 (April 01, 2025 to September 30, 2025)
Consolidated Operating Results (% indicates changes from the previous corresponding period.)
Net sales
Operating profit
Ordinary profit
Profit attributable to owners of parent
Six months ended
Million yen
%
Million yen
%
Million yen
%
Million yen
%
September 30, 2025
595,466
6.6
41,333
16.7
39,341
8.5
24,215
25.0
September 30, 2024
558,754
6.8
35,429
(18.1)
36,273
(16.2)
19,373
(32.5)
(Note) Comprehensive income:
Six months ended September 30, 2025:
¥ 19,389 million
[
(37.1) %]
Six months ended September 30, 2024:
¥ 30,828 million
[
(25.2) %]
Basic earnings per share
Diluted earnings per share
Six months ended
Yen
Yen
September 30, 2025
89.32
-
September 30, 2024
70.97
-
Consolidated Financial Position
Total assets | Net assets | Equity ratio | |
As of | Million yen | Million yen | % |
September 30, 2025 | 1,364,465 | 527,410 | 38.6 |
March 31, 2025 | 1,365,203 | 532,033 | 39.0 |
(Reference) Equity: | As of September 30, 2025: | ¥ 526,761 | Million |
2. Dividends | As of March 31, 2025: | ¥ 532,033 | Million |
Annual dividends | |||||
1st quarter-end | 2nd quarter-end | 3rd quarter-end | Year-end | Total | |
Yen | Yen | Yen | Yen | Yen | |
Fiscal year ended March 31, 2025 | - | 40.00 | - | 45.00 | 85.00 |
Fiscal year ending March 31, 2026 | - | 45.00 | |||
Fiscal year ending March 31, 2026 (Forecast) | - | 45.00 | 90.00 | ||
(Note) Revision to the forecast for dividends announced most recently: None
3. Consolidated Financial Results Forecast for the Fiscal Year Ending March 31, 2026(April 01, 2025 to March 31, 2026)
(% indicates changes from the previous corresponding period.)
Net sales | Operating profit | Ordinary profit | Profit attributable to owners of parent | Basic earnings per share | |||||
Full year | Million yen | % | Million yen | % | Million yen | % | Million yen | % | Yen |
1,240,000 | 5.3 | 97,000 | 14.5 | 90,000 | 7.9 | 58,000 | 68.4 | 216.85 | |
(Note) Revision to the financial results forecast announced most recently: Yes
For details regarding the revision of the consolidated financial results forecast, please refer to the 'Notice Regarding Differences Between Forecasts and Actual Results for the first Half of the Fiscal Year Ending March 2026 and Revisions to Full-Year Financial Results Forecasts' announced today (November 12, 2025).
* Notes:
(1) Significant changes in the scope of consolidation during the period: Yes |
Newly included: 5 companies (Company Name) WOOD FRIENDS Co., Ltd. and its 4 subsidiaries |
Excluded: 0 company |
(2) Adoption of accounting treatment specific to the preparation of semi-annual consolidated financial statements:None
(3) Changes in accounting policies, changes in accounting estimates and retrospective restatement | ||||
1) Changes in accounting policies due to the revision of accounting standards: | None | |||
2) Changes in accounting policies other than 1) above: | None | |||
3) Changes in accounting estimates: | None | |||
4) Retrospective restatement: | None | |||
(4) Total number of issued shares (common shares) | ||
1) Total number of issued shares at the end of the period (including treasury shares): | ||
September 30, 2025: | 300,794,397 | shares |
March 31, 2025: | 300,794,397 | shares |
2) Total number of treasury shares at the end of the period: | ||
September 30, 2025: | 33,331,869 | shares |
March 31, 2025: | 28,041,754 | shares |
3) Average number of shares during the period: | ||
Six months ended September 30, 2025: | 271,093,888 | shares |
Six months ended September 30, 2024: | 272,975,923 | shares |
(Note) The number of treasury stocks above includes shares held as the trust assets for the Board Benefit Trust (BBT) and the Employee Stock Ownership Plan (ESOP).
Shares of the Company's own stock held in BBT and ESOP trust accounts are included in treasury stock subtracted from the calculation of the average number of shares during the period.
* Semi-annual financial results reports are exempt from review conducted by certified public accountants or an audit firm. Explanation regarding appropriate use of forecasts, and other specific commentsThe forecasts contained herein are based on information available as of the date of this announcement, and the actual results may differ materially from forecasts due to various factors. For details of assumptions for financial forecasts and other related matters, please refer to "1. Overview of Financial Results, etc. (3) Explanation of Forecast of Consolidated Financial Results and Other Forward-Looking information" on page 3 of the Attachment.
Supplementary materials for this report and results briefing materials can be found on the Company's website.
Table of contents of appendix
1.Overview of Financial Results, etc. | 2 |
(1) Overview of Financial Results for this period | 2 |
(2) Overview of Financial Position for this period | 3 |
(3) Explanation of Forecast of Consolidated Financial Results and Other Forward-Looking information | 3 |
2.Semi-annual Consolidated Financial Statements and Principal Notes | 4 |
(1) Semi-annual Consolidated Balance Sheets | 4 |
(2) Semi-annual Consolidated Statements of Income and Comprehensive Income | 6 |
(Semi-annual Consolidated Statements of Income) | 6 |
(Semi-annual Consolidated Statements of Comprehensive Income) | 8 |
(3) Semi-annual Consolidated Statements of Cash Flows | 9 |
(4) Notes to Semi-annual Consolidated Financial Statements | 11 |
(Notes to Going Concern Assumption) | 11 |
(Notes to Significant Changes in the Amount of Shareholders' Equity) | 11 |
(Notes on Segment Information) | 12 |
(Business Combinations and Related Matters) | 13 |
3.Supplementary Information | 15 |
(1) Result of Non-consolidated Orders Received | 15 |
(2) Forecast of Non-consolidated Orders Received | 15 |
-
Overview of Financial Results, etc.
Overview of Financial Results for this period
For the six months ended on September 30, 2025, reflecting strong progress in construction projects and favorable real estate delivery, net sales were 595.5 billion yen(up by 6.6% year on year) compared with the same period of the previous fiscal year, Operating profit rose to 41.3 billion yen (up 16.7%), ordinary profit to 39.3 billion yen (up 8.5%), and profit attributable to owners of parent to 24.2 billion yen (up 25.0%), resulting in improving profit ratio of completed construction contracts.
Operating results by reportable segment are as follow:
Please note that from the current consolidated six-month period, the classification of reportable segments has been changed. For comparison purposes, figures for the previous consolidated six-month period have been restated based on the new segment classification. For details, please refer to the attached document: "2. Semi-annual Consolidated Financial Statements and Principal Notes, (4) Notes to Semi-annual Consolidated Financial Statements, (Notes on Segment Information), 3. Matters Related to Changes in Reportable Segments."
Billions of yen
Construction-related business
Real estate-related business
Condominium Management and
Operation business
Overseas business
Net Sales
444.1
(+27.3)
117.3
(+8.3)
79.8
(+7.5)
1.6
(+0.7)
Segment profit
32.8
(+7.4)
14.1
(+0.3)
4.1
(+0.5)
-5.1
(-1.7)
Figures in parentheses show the amount of increase or decrease from the same period of the previous fiscal year
(Construction-related business)
In the construction business, the gross profit ratio of completed construction contracts improved during this period, reflecting better profitability at the time of order received. This was supported by favorable evaluations from developers regarding our capabilities in land information gathering, product planning, construction quality, adherence to schedules, and efficient production systems.
Orders received for new condominium construction projects totaled 30, including 22 projects in the Tokyo metropolitan area-10 of which were large-scale projects with over 200 units-and 8 projects in the Kinki and Tokai areas, including 5 large-scale projects.
As for completed construction projects, we completed a total of 38, including 8 rental apartment buildings and other properties.
In this segment, net sales increased to 444.1 billion yen (up 6.6% year on year), and operating profit rose to
32.8 billion yen (up 29.1%).
(Real estate-related business)
The segment posted sales of 117.3 billion yen, up by 7.6% and operating profit of 14.1 billion yen, up by 2.0% compared with the same period of the previous fiscal year because of an increase in new condominium handovers.
(Condominium Management and Operation business)
The segment posted sales of 79.8 billion yen, up by 10.4% and operating profit of 4.1 billion yen, up by 13.6% compared with the same period of the previous fiscal year due to an increase in the number of units under management for both condominium and rental apartment properties, as well as development and sales projects aimed at acquiring rental management contracts.
(Overseas business)
The subsidiaries have been operating a commercial facility and developing new projects of for-sale detached
housing business in Oahu, Hawaii.
The segment posted sales of 1.6 billion yen (the sales of 0.8 billion yen in the same period of the previous fiscal year) and operating loss of 5.1 billion yen (the operating loss of 3.4 billion yen in the same period of the previous fiscal year) due to a 3.8 billion yen inventory valuation loss.
Overview of Financial Position for this period
Total assets as of September 30, 2025 were 1,364.5 billion yen, decreased by 0.7 billion yen from the end of the previous fiscal year. This is mainly due to a decrease in real estate for sale offset by increases in cash and deposits and costs on real estate business.
Total liabilities were 837.1 billion yen, increased by 3.9 billion yen from the end of the previous fiscal year.
This is mainly due to an increase in borrowing of debt.
Net assets were 527.4 billion yen, decreased by 4.6 billion yen from the end of the previous fiscal year. This is mainly due to purchase of treasury shares.
(Overview of Cash Flows)
The balance of cash and cash equivalents as of September 30,2025 was 245.5 billion yen, increased by 9.7 billion yen from the end of the previous fiscal year.
Net cash provided by operating activities for six months ended on September 30, 2025 was 42.6 billion yen, fluctuated by 94.7 billion yen from 52.1 billion yen used in the same period of the previous fiscal year. This is mainly due to 14.2 billion yen increase in deposit received-real estate.
Net cash used by investing activities for six months ended on September 30, 2025 was 19.4 billion yen, fluctuated by 1.7 billion yen from 17.7 billion yen used in the same period of the previous fiscal year. This is mainly due to decrease of 12.6 billion yen in cash (decrease 8.1 billion yen in the same period of the previous fiscal year) as a result of purchase of property, plant and equipment and intangible assets.
Net cash used by financing activities for six months ended on September 30, 2025 was 12.5 billion yen, fluctuated by 10.1 billion yen from 22.6 billion yen used in the same period of the previous fiscal year. This is mainly due to increase of 33.3 billion yen in cash (decrease 10.0 billion yen in the same period of previous year) as a result of funding and repayment of borrowings offset by decrease of 33.1 billion yen (decrease 3 million yen in the same period of previous year) in bond redemptions and purchase of treasury shares.
Explanation of Forecast of Consolidated Financial Results and Other Forward- Looking Information
Based on results for the semi-annual period, we revised the forecast of fiscal year ending March 2026 (from April 1, 2025 to March 31, 2026) announced on May 14, 2025. For details, please refer to the notice released today (November 12, 2025) regarding the differences between forecast and actual results for the first half of the fiscal year ending March 2026 and revisions to full-year financial results forecasts.
-
Semi-annual Consolidated Financial Statements and Principal Notes
Semi-annual Consolidated Balance Sheets
(Millions of yen)
As of March 31, 2025
As of September 30, 2025
Assets
Current assets
Cash and deposits
235,976
247,798
Notes receivable, accounts receivable from
completed construction contracts and other
148,607
126,902
Securities
3,305
865
Costs on construction contracts in progress
13,578
17,581
Real estate for sale
312,779
278,709
Costs on real estate business
281,933
300,815
Real estate for development
36,912
30,931
Other
20,232
28,234
Allowance for doubtful accounts
(121)
(129)
Total current assets
1,053,200
1,031,704
Non-current assets
Property, plant and equipment
Buildings and structures
77,922
86,060
Machinery, vehicles, tools, furniture and fixtures
12,898
17,821
Land
79,421
81,828
Leased assets
1,250
2,541
Construction in progress
8,649
14,304
Other
183
1,271
Accumulated depreciation
(36,439)
(44,843)
Total property, plant and equipment
143,883
158,983
Intangible assets
Leasehold interests in land
1,948
1,948
Goodwill
1,778
1,676
Other
8,679
9,624
Total intangible assets
12,404
13,248
Investments and other assets
Investment securities
102,774
107,696
Long-term loans receivable
4,483
4,881
Retirement benefit asset
28,471
29,372
Deferred tax assets
6,794
4,696
Other
14,134
14,843
Allowance for doubtful accounts
(941)
(959)
Total investments and other assets
155,716
160,529
Total non-current assets
312,003
332,761
Total assets
1,365,203
1,364,465
(Millions of yen)
As of March 31, 2025
As of September 30, 2025
Liabilities
Current liabilities
Notes payable, accounts payable for construction contracts and other
105,413
95,353
Electronically recorded obligations - operating
42,537
41,719
Short-term borrowings
15,000
23,033
Current portion of long-term borrowings
20,000
21,237
Current portion of bonds payable
40,000
20,442
Income taxes payable
14,820
14,584
Advances received on construction contracts in progress
44,843
61,783
Deposits received - real estate business
38,771
52,941
Deposits received
77,499
40,348
Provision for warranties for completed construction
5,169
4,780
Provision for loss on construction contracts
521
417
Provision for bonuses
6,877
6,725
Provision for bonuses for directors (and other
officers)
151
-
Other
31,224
27,188
Total current liabilities
442,824
410,549
Non-current liabilities
Bonds payable
80,000
80,138
Long-term borrowings
265,000
300,279
Provision for loss on litigation
6,419
5,870
Provision for share awards
4,824
4,933
Provision for share awards for directors (and other officers)
459
500
Retirement benefit liability
1,946
2,041
Deferred tax liabilities
11
11
Other
31,687
32,735
Total non-current liabilities
390,347
426,507
Total liabilities
833,170
837,056
Net assets
Shareholders' equity
Share capital
57,500
57,500
Capital surplus
7,373
7,625
Retained earnings
472,561
484,297
Treasury shares
(37,398)
(49,824)
Total shareholders' equity
500,036
499,598
Accumulated other comprehensive income
Valuation difference on available-for-sale securities
10,215
13,167
Foreign currency translation adjustment
22,938
14,905
Remeasurements of defined benefit plans
(1,155)
(909)
Total accumulated other comprehensive income
31,997
27,163
Non-controlling interests
-
649
Total net assets
532,033
527,410
Total liabilities and net assets
1,365,203
1,364,465
Semi-annual Consolidated Statements of Income and Comprehensive Income
(Semi-annual Consolidated Statements of Income)
(Millions of yen)
For the six months ended September 30, 2024
For the six months ended September 30, 2025
Net sales
Net sales of completed construction contracts
285,215
304,636
Net sales of design and supervision
5,678
4,910
Net sales of leasing and management
46,333
46,974
Real estate sales
211,048
227,547
Other operating revenue
10,481
11,399
Total net sales
558,754
595,466
Cost of sales
Cost of sales of completed construction contracts
249,313
261,963
Cost of design and supervision
2,738
2,556
Cost of leasing and management
35,876
36,710
Cost of sales - real estate
187,982
201,596
Other business expenses
8,248
8,753
Total cost of sales
484,157
511,577
Gross profit
Gross profit on completed construction contracts
35,902
42,673
Gross profit-design and supervision
2,940
2,355
Gross profit-leasing and management
10,456
10,264
Gross profit - real estate sales
23,065
25,951
Gross profit - other business
2,233
2,647
Total gross profit
74,597
83,889
Selling, general and administrative expenses
39,169
42,556
Operating profit
35,429
41,333
Non-operating income
Interest income
147
345
Dividend income
2,579
354
Other
701
710
Total non-operating income
3,428
1,409
Non-operating expenses
Interest expenses
1,712
2,331
Share of loss of entities accounted for using equity method
264
827
Other
607
244
Total non-operating expenses
2,583
3,401
Ordinary profit
36,273
39,341
(Millions of yen)
For the six months ended September 30, 2024
For the six months ended September 30, 2025
Extraordinary income
Gain on sale of non-current assets
11
5
National subsidies
7
-
Other
0
-
Total extraordinary income
18
5
Extraordinary losses
Loss on disposal of non-current assets
14
110
Impairment losses
209
110
Loss on valuation of investment securities
3,057
-
Provision for loss on litigation
1,609
-
Other
7
-
Total extraordinary losses
4,895
220
Profit before income taxes
31,395
39,126
Income taxes - current
11,485
14,083
Income taxes - deferred
538
820
Total income taxes
12,022
14,903
Profit
19,373
24,224
Profit attributable to non-controlling interests
-
8
Profit attributable to owners of parent
19,373
24,215
Semi-annual Consolidated Statements of Comprehensive Income
(Millions of yen)
For the six months ended September 30, 2024
For the six months ended September 30, 2025
Profit
19,373
24,224
Other comprehensive income
Valuation difference on available-for-sale securities
(2,656)
2,952
Foreign currency translation adjustment
13,959
(8,033)
Remeasurements of defined benefit plans, net of tax
152
246
Total other comprehensive income
11,455
(4,834)
Comprehensive income
30,828
19,389
Comprehensive income attributable to
Comprehensive income attributable to owners of parent
30,828
19,381
Comprehensive income attributable to non-controlling
interests
-
8
Semi-annual Consolidated Statements of Cash Flows
(Millions of yen)
For the six months ended September 30, 2024
For the six months ended September 30, 2025
Cash flows from operating activities
Profit before income taxes
31,395
39,126
Depreciation
3,969
4,066
Impairment losses
209
110
Amortization of goodwill
102
389
Increase (decrease) in allowance for doubtful accounts
12
10
Increase (decrease) in provision for loss on litigation
1,606
(14)
Interest and dividend income
(2,726)
(699)
Interest expenses
1,712
2,331
Share of loss (profit) of entities accounted for using
equity method
264
827
Loss (gain) on sale of investment securities
(0)
-
Loss (gain) on valuation of investment securities
3,057
-
Loss (gain) on disposal of non-current assets
3
105
Loss on valuation of inventories
1,159
3,842
Decrease (increase) in trade receivables
28,310
22,267
Decrease (increase) in costs on construction contracts in progress
(1,717)
(2,457)
Decrease (increase) in inventories
708
19,144
Increase (decrease) in trade payables
(42,951)
(12,187)
Increase (decrease) in advances received on construction contracts in progress
1,750
16,883
Increase (decrease) in deposit received-real estate
(16,617)
14,176
Increase (decrease) in deposits received
(37,606)
(37,348)
Other, net
(13,565)
(12,762)
Subtotal
(40,927)
57,809
Interest and dividends received
2,728
675
Interest paid
(1,703)
(2,187)
Income taxes paid
(12,147)
(13,676)
Net cash provided by (used in) operating activities
(52,050)
42,620
Cash flows from investing activities
Payments into time deposits
-
(10)
Proceeds from withdrawal of time deposits
31
42
Purchase of securities
-
(721)
Proceeds from redemption of securities
-
721
Purchase of property, plant and equipment and intangible assets
(8,062)
(12,557)
Proceeds from sale of property, plant and equipment and intangible assets
27
5
Purchase of investment securities
(8,679)
(7,746)
Proceeds from sales and withdrawal of investment securities
448
2,291
Purchase of shares of subsidiaries resulting in change in scope of consolidation
-
(567)
Loan advances
(14,364)
(16,956)
Proceeds from collection of loans receivable
12,830
16,659
Payments of leasehold and guarantee deposits
(451)
(819)
Proceeds from refund of leasehold and guarantee deposits
586
288
Other, net
(51)
(27)
Net cash provided by (used in) investing activities
(17,685)
(19,398)
(Millions of yen)
For the six months ended September 30, 2024
For the six months ended September 30, 2025
Cash flows from financing activities
Net increase (decrease) in short-term borrowings
-
3,408
Proceeds from long-term borrowings
-
40,150
Repayments of long-term borrowings
(10,000)
(10,273)
Redemption of bonds
-
(20,397)
Purchase of treasury shares
(3)
(12,750)
Incidental expenses for loan
(82)
(82)
Dividends paid
(12,492)
(12,479)
Other, net
(41)
(69)
Net cash provided by (used in) financing activities
(22,618)
(12,492)
Effect of exchange rate change on cash and cash
equivalents
1,304
(1,070)
Net increase (decrease) in cash and cash equivalents
(91,049)
9,660
Cash and cash equivalents at beginning of period
283,493
235,798
Cash and cash equivalents at end of period
192,444
245,458
Notes to Semi-annual Consolidated Financial Statements
(Notes to Going Concern Assumption) Not applicable.
(Notes to Significant Changes in the Amount of Shareholder's Equity)
Based on the Board resolution on May 14, 2025, we acquired 5,511,400 shares of treasury share during the semi-annual period. As a result, treasury stock increased by 12,426 million yen, totaling 49,824 million yen at the end of the semi-annual period.
(Notes on Segment information)
The previous fiscal year (From April 1, 2024 to September 30, 2024)
For the six months ended September 30,2024 (Millions of Yen)
Reportable Segments
Total
Adjustments and eliminations
(Note 1)
Consolidated (Note 2)
Construction-related business
Real estate-related business
Condominium management
and operation business
Overseas business
Net sales
Sales to third parties
381,471
107,338
69,120
825
558,754
-
558,754
Inter-segment sales and transfer
35,285
1,693
3,161
-
40,140
(40,140)
-
Total
416,756
109,032
72,281
825
598,894
(40,140)
558,754
Segment profit(loss)
25,426
13,806
3,596
(3,402)
39,425
(3,997)
35,429
Note 1 : Adjustment and eliminations for segment profit include (1,715) million yen of elimination of inter-segment transactions and (2,282) million yen of corporate expenses, which are not allocable to the reportable segments. These corporate expenses mainly consist of general and administrative expenses not attributable to reportable segments.
Note 2 : Segment profit(loss) has been adjusted with operating profit in the semi-annual consolidated statement of income.
The current fiscal year (From April 1, 2025 to September 30, 2025)
Reportable segment information (net sales and profit (loss))
For the six months ended September 30,2025 (Millions of Yen)
Reportable Segments
Total
Adjustments and eliminations
(Note 1)
Consolidated (Note 2)
Construction-related business
Real estate-related business
Condominium management and operation
business
Overseas business
Net sales
Sales to third parties
401,940
115,511
76,445
1,570
595,466
-
595,466
Inter-segment sales and transfer
42,157
1,772
3,352
-
47,280
(47,280)
-
Total
444,097
117,283
79,796
1,570
642,746
(47,280)
595,466
Segment profit(loss)
32,824
14,081
4,086
(5,083)
45,908
(4,575)
41,333
Note 1 : Adjustment and eliminations for segment profit include (2,198) million yen of elimination of inter-segment transactions and (2,377) million yen of corporate expenses, which are not allocable to the reportable segments. These corporate expenses mainly consist of general and administrative expenses not attributable to reportable segments.
Note 2 : Segment profit(loss) has been adjusted with operating profit in the semi-annual consolidated statement of income.
Information on Assets by Reportable Segment (Significant changes due to subsidiary acquisition)
For the six months ended on September 30, 2025, the segment assets of the "Construction-related Business" increased by 17,672 million yen and the segment assets of the "Condominium management and operation Business" increased by 2,371 million yen compared to the end of the previous consolidated fiscal year, due to Wood Friends Co., Ltd. and its four subsidiaries becoming a consolidated subsidiary.
Matters Related to Changes in Reportable Segments
In conjunction with the formulation of a new medium-term business plan starting from the fiscal year ending March 2026, the names of the reportable segments have been revised from the semi-annual of the current consolidated accounting period. Specifically, the segment previously referred to as "Service-related Business" has been renamed to "Condominium management and operation Business," and "Overseas-related Business" has been renamed to "Overseas Business." As part of this revision, the composition of subsidiaries within each segment has also been partially adjusted.
Furthermore, the segment information for the cumulative semi-annual of the previous consolidated accounting period has been presented based on the revised classification of reportable segments.
(Business Combinations and Related Matters) (Business Combination through Acquisition)
On June 3, 2025, we acquired 1,317,741 shares of Wood Friends Co., Ltd. via a tender offer, raising our voting rights to 90.38% and making it a consolidated subsidiary.
On July 15, 2025, through a share acquisition under the Companies Act, Wood Friends Co., Ltd. became our wholly owned subsidiary.
Overview of business combination
Acquired company's name and its business description
Name : Wood Friends Co., Ltd. and its four subsidiaries
Business description : Planning and design of buildings, construction and sales, other businesses related to living environments
Main reason for the business combination
As a measure to simultaneously work towards creating a sustainable society and improve the quality of living spaces, we believe that "promoting the use of wood in construction and using wood materials not only has an environmental benefit of reducing CO2 emissions, but also contributes greatly to the physical and mental health and happiness of residents", We are therefore working to create wooden common areas for condominiums and our own unique hybrid timber homes that combine reinforced concrete and wood construction. On the other hand, Wood Friends Co., Ltd. aims to realize a consistent manufacturing and retail business from forestry to construction and sales, and to provide a stable supply of domestic timber at fair prices. Wood Friends Co., Ltd. is also focusing on realizing a "wood resource cascade business" that aims to properly circulate local forestry and use up wood resources without waste. We believe that by adding Wood Friends Group to our group, we will be able to further accelerate our efforts, and have therefore decided to carry out the business combination.
Date of business combination
Date of Share Acquisition via a tender offer : June 3, 2025 (Deemed Acquisition Date: May 31, 2025) Date of Share Acquisition via share buyout : July 15, 2025 (Deemed Acquisition Date: June 1, 2025)
Legal forms of business combination Acquisition of shares for cash consideration
Name of the combined entity Not change
Acquired voting interest
① Acquisition via a tender offer: 90.38%
② Acquisition via share buyout after the day of business combination: 9.62%
③ Acquisition after share buyout: 100%
Key reasons for determining the acquiring entity
This is attributable to the Company's acquisition of shares for cash consideration.
Period of performance of the acquired company included in the consolidated financial statements From June 1, 2025 to Aug. 31, 2025
Purchase price of the acquired entity and the breakdown of consideration by type Consideration transferred:
Business combination
Share buyout
Cash and cash equivalents
Cash and cash equivalents
2,267 million yen
241 million yen
Purchase price
2,508 million yen
Details and amounts of major acquisition-related costs
Advisory fees and other acquisition-related costs 162 million yen
Amount of goodwill recognized, reasons for its recognition, amortization method, and amortization period
Amount of goodwill recognized 288 million yen
Cause of Goodwill Recognition
Goodwill was recognized as it arose from the expected future excess earnings generated by the Company's ongoing business activities.
Amortization method and amortization period
Due to the immateriality of the amount, goodwill is fully amortized at the time of recognition.
Amounts and major components of assets acquired and liabilities assumed on the date of business combination Current assets 10,227 million yen
Non-current assets 8,831 million yen Total of assets 19,057 million yen
Current liabilities 9,003 million yen Non-current liabilities 6,942 million yen Total of liabilities 15,945 million yen
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Supplementary Information
Non-consolidated Orders received
Result of Non-consolidated Orders received
Orders
Millions of Yen
%
For the six months ended September 30, 2025
306,245
(0.3)
For the six months ended September 30, 2024
307,084
50.8
* % indicates changes from the previous corresponding period.
Breakdown of Orders received 〔Millions of Yen〕
For the six months ended September 30 2024
For the six months ended September 30 2025
Increase (decrease)
Amount
%
Amount
%
Amount
%
Private-sector
condominiums
282,133
(94.9%)
265,433
(90.5%)
(16,700)
(5.9%)
Rental condominiums,
Company housing, etc.
7,093
(2.4%)
822
(0.3%)
(6,271)
(88.4%)
Residence Total
289,225
(97.3%)
266,255
(90.8%)
(22,970)
(7.9%)
Non-Residence
4,512
(1.5%)
21,823
(7.4%)
17,312
383.7%
Others
3,492
(1.2%)
5,199
(1.8%)
1,707
48.9%
Construction Total
297,228
96.8%
293,277
95.8%
(3,951)
(1.3%)
Consulting Contracts
2,424
0.8%
2,423
0.8%
(1)
(0.1%)
Construction business
299,653
97.6%
295,700
96.6%
(3,953)
(1.3%)
Design and Supervision
7,432
2.4%
10,545
3.4%
3,114
41.9%
Orders Total
307,084
100.0%
306,245
100.0%
(839)
(0.3%)
* The figures in parentheses refer to the proportion of Construction Total.
Forecast of Non-consolidated Orders received
Annual | ||
Millions of Yen | % | |
March 2026 forecast | 700,000 | 19.3 |
March 2025 result | 586,632 | 9.3 |
* % indicates changes from the previous corresponding period.
(Qualitative information of Orders received result and forecast)
Construction total were 293.3 billion yen, decreased by 4.0 billion yen y/y (down by 1.3% compared with the same period of the previous fiscal year) and Orders received were 306.2 billion yen (down by 0.3% compared with the same period of the previous fiscal year). Reflecting semi-annual results, we revised the full-year order forecast from 620.0 billion yen, announced May 14, 2025 to 700.0 billion yen, an increase of 80.0 billion yen.
