December 22, 2021 | |
Company name: | Robot Home, Inc. |
Representative: | Daisaku Furuki, Representative Director/CEO |
(Stock exchange code: 1435, TSE First Section) | |
Contact: | Shinji Yasui, Executive Officer/CFO |
(Phone: +81-3-6447-0651) |
Notice Regarding the Acquisition of Shares (Subsidiarization) of IDC Inc.
Robot Home, Inc. (the "Company") hereby announces that at the meeting of the Board of Directors held on December 22, 2021, it has resolved to acquire all of the shares of IDC Inc. and make it a subsidiary. The details are described below.
1. Purpose of share acquisition
With our corporate philosophy "changing the world with technology for housing," the Robot Home Group strives to meet expectations of the world through technology and create a world where people can live a better life.
We believe that we can use technology to transform IDC Inc.'s extensive real estate expertise accumulated over many years and further expand the Group's AI/IoT, PM platform, and real estate consulting businesses by providing the IoT rental management platform "Residence kit," which aims to automate the Group's real estate management.
Considering these factors as a whole, the Company expects to be able to further increase the corporate value of the Group and thus has resolved to acquire all of the outstanding shares of IDC Inc. and make it a subsidiary.
2. Overview of subsidiary
(1) | Name | IDC Inc. | |||||||
(2) | Address | 6th Floor, Esaka Minamiguchi Daini Bldg., 10-35Hiroshiba-cho,Suita-shi, | |||||||
Osaka Prefecture | |||||||||
(3) | Name | and title | of | Takuji Yamaguchi, Representative Director | |||||
representative | |||||||||
・Real estate rental/sales brokerage | |||||||||
・Rental real estate management/property management | |||||||||
(4) | Business | ・Relocation services | |||||||
・Real estate consulting | |||||||||
・Real estate development | |||||||||
(5) | Capital | 30 million yen | |||||||
(6) | Establishment | November 29, 1999 | |||||||
(7) | Major | shareholders | and | Takuji Yamaguchi: 100% | |||||
ownership ratios | |||||||||
Capital relationship | Not applicable | ||||||||
Relationship between the | |||||||||
(8) | Personnel relationship | Not applicable | |||||||
Company and IDC Inc. | |||||||||
Business relationship | Not applicable | ||||||||
(9) IDC Inc.'s operating results and financial position over the past three years | |||||||||
Fiscal year-end | December 2018 | December 2019 | December 2020 | ||||||
Net assets | 90,154 thousand yen | 95,243 thousand yen | 99,602 thousand yen | ||||||
Total assets | 683,638 thousand yen | 673,375 thousand yen | 906,181 thousand yen | ||||||
Net assets per share | 150,257.23 yen | 158,739.23 yen | 166,003.47 yen |
Net sales | 1,252,262 thousand yen | 817,691 thousand yen | 538,126 thousand yen |
Operating profit | 35,998 thousand yen | 17,519 thousand yen | 15,624 thousand yen |
Ordinary profit | 19,182 thousand yen | 6,125 thousand yen | 3,220 thousand yen |
Profit | 13,218 thousand yen | 5,089 thousand yen | 4,358 thousand yen |
Earnings per share | 22,030.63 yen | 8,481.99 yen | 7,264.23 yen |
Dividend per share | ― | ― | ― |
3. Overview of the purchaser
(1) | Name | Takuji Yamaguchi | |
(2) | Address | Suita-shi, Osaka Prefecture | |
Relationship | between | The Company and this individual have no notable capital, personnel, or | |
(3) | the Company and this | ||
business relationship. | |||
individual | |||
4. Number of shares to be acquired and number of shares held before and after acquisition
(1) | Number of shares | held | 0 shares (Ratio of voting rights held: 0.0%) |
before the change | |||
(2) | Number of shares to be | 600 shares (number of voting rights: 600) | |
acquired | |||
The acquisition price is not publicly disclosed as confidentially with the | |||
seller, but in order to ensure fairness and validity, it has been determined | |||
(3) | Acquisition price | based on a third-party valuation using the income approach. | |
The price is less than 15% of the Company's consolidated net assets as of | |||
the end of the immediately preceding fiscal year. | |||
(4) | Number of shares held | 600 shares (Ratio of voting rights held: 100.0%) | |
after the change | |||
5. Schedule
(1) | Board of Directors | December 22, 2021 |
resolution | ||
(2) | Signing of agreement | December 22, 2021 |
(3) | Share transfer | December 22, 2021 |
6. Prospects
This transaction has little effect on the consolidated performance of the Company. We will promptly disclose any matters that need to be disclosed should they arise in future.