Disclaimer: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.
To whom it may concern,
Company name Takuma Co., Ltd. Representative Kunio Hamada,
President and Representative Director
January 28, 2026
(Securities code: 6013; Prime of Tokyo Stock Exchange)
Inquiries Hiroyuki Kobayashi,
General Manager, Corporate Communications & Investor Relations Department,
Corporate Planning & Administration Division
E-mail koho-ir@takuma.co.jp
Notice Regarding Absorption-Type Merger Between Consolidated SubsidiariesTakuma Co., Ltd. ("the Company," hereafter) announces that the Company has resolved at the meeting of the Board of Directors held on January 28, 2026, to implement a merger between Nippon Thermoener Co., Ltd. ("NTEC," hereafter) and IHI Packaged Boiler Co., Ltd. ("IBK," hereafter), both are consolidated subsidiaries of the Company, as described below ("the Merger," hereafter).
As the Merger is between consolidated subsidiaries of the Company, certain disclosure items and details have been omitted.
Purpose of the Merger
The Company acquired all shares of IBK from IHI Corporation on April 1, 2025.
The merger will consolidate the management resources of NTEC and IBK, effectively utilize sales and maintenance networks, improve production efficiency for once-through boilers and other products, and strengthen technological development, thereby strengthening the competitiveness of the Package Boiler Business of the Company group.
Outline of the Merger
Schedule of the Merger
Board of Directors meeting approving the Merger agreement (the Company) January 28, 2026
Board of Directors meeting approving the Merger agreement (NTEC, IBK) January 29, 2026 (scheduled) Conclusion of the Merger agreement January 29, 2026 (scheduled) General meeting of shareholders approving the Merger agreement (NTEC, IBK) January 29, 2026 (scheduled) Effective date April 1, 2026 (scheduled)
Method of the Merger
The Merger will be conducted as an absorption-type merger in which NTEC will be the surviving company and IBK will be the absorbed company.
Details of allotment pertaining to the Merger
As the Merger is between wholly consolidated subsidiaries of the Company, there will be no allotment of shares
or other monetary considerations in connection with the Merger.
Handling of share acquisition rights and bonds with share acquisition rights upon the Merger Not applicable.
Overview of the merging companies
Surviving company
Absorbed company
Name
Nippon Thermoener Co., Ltd.
IHI Packaged Boiler Co., Ltd.
Location
3-2-10, Shirokanedai, Minato-ku, Tokyo
3-12-1, Harumi, Chuo-ku, Tokyo
Representative
Masahiko Izumi,
President and Representative Director
Eiji Takayanagi,
President and Representative Director
Business
Design, manufacturing, sales, installation, construction supervision, technical guidance support, equipment diagnosis, operation, maintenance and repair services, parts and water treatment chemical supply services for various boilers, heat management equipment, energy saving equipment, pollution prevention equipment
and ancillary facilities
Design, manufacturing, sales, installation, construction supervision, technical guidance support, equipment diagnosis, operation, maintenance and repair services, parts and water treatment chemical supply services for various boilers, heat management equipment, energy saving equipment, pollution prevention equipment
and ancillary facilities
Capital
491,400,000 JPY
400,000,000 JPY
Established
August 1, 1961
October 16, 1978
Number of issued shares
640,000 shares
800,000 shares
Fiscal year end
March 31
March 31
Shareholders and percentage of shares held
The Company: 100%
The Company: 100%
Financial position and business results for the latest fiscal year (fiscal year ended March 2025)
Net assets
9,438 million JPY
814 million JPY
Total assets
16,195 million JPY
3,496 million JPY
Net assets per share
14,747 JPY
1,017 JPY
Net sales
19,845 million JPY
7,094 million JPY
Operating profit
1,404 million JPY
424 million JPY
Ordinary profit
1,449 million JPY
419 million JPY
Profit attributable to owners of parent
1,070 million JPY
266 million JPY
Profit attributable to owners of parent per share
1,672 JPY
333 JPY
Status after the Merger
Name
Nippon Thermoener Co., Ltd.
Location
Sumitomo Fudosan Osaki Twin Building West, 2-22-9, Higashi-Gotanda, Shinagawa-ku,
Tokyo
Representative
Yuji Fujiwara, President and Representative Director
Business
Design, manufacturing, sales, installation, construction supervision, technical guidance
support, equipment diagnosis, operation, maintenance and repair services, parts and water treatment chemical supply services for various boilers, heat management equipment, energy saving equipment, pollution prevention equipment and ancillary facilities
Capital
491,400,000 JPY
Fiscal year end
March 31
Shareholders and percentage of shares held
The Company: 100%
Future Outlook
Since the Merger is between wholly consolidated subsidiaries of the Company, the impact on its consolidated financial results is expected to be insignificant.
The Company will promptly announce any matters that require disclosure if they arise in the future.
