April 27, 2022
Company name: Representative:TRE HOLDINGS CORPORATION Mitsuo Abe, President and COO (Code: 9247
Contact:
Prime Market of Tokyo Stock Exchange) Takeshi Uekawa, Executive Officer Head of Corporate Planning Division (TEL. 03-6327-2620)
Notice concerning acquisition of shares in JW Glass Recycling Co., Ltd
TAKEEI CORPORATION (hereinafter "TAKEEI"), a wholly-owned subsidiary of TRE HOLDINGS CORPORATION today announced its decision to acquire all outstanding shares of JW Glass Recycling Co., Ltd. (hereinafter "JW Glass Recycling") by concluding a share transfer agreement with its parent company, Asahi Pretec Corp. (hereinafter "Asahi Pretec")-a wholly-owned subsidiary of Asahi Holdings, Inc. -and making it a subsidiary.
1. Reasons for share acquisition
Since its establishment in 1951 by its predecessor Io Glass Co., Ltd., JW Glass Recycling has been engaged in the glass recycling business from its operational bases in Tokyo, Hokkaido, Gunma, and Shizuoka Prefectures, where it collects, crushes, and sorts sheet and bottle glass. It then sells the cullet to sheet and bottle glass manufacturers and glass wool manufacturers as recycled glass raw materials. Since becoming a subsidiary of Asahi Pretec in 2009, the company has consistently sold high-quality recycled glass cullet by introducing advanced technologies backed by years of trust. Glass waste as recycled raw material is generated from households and other sources that are collected by glass businesses and municipalities, and much of it today is still landfilled at final disposal sites. However, as glass and glass wool manufacturers proceed with decarbonization efforts, the use of recycled raw materials will help reduce CO2 emissions in the manufacturing process, and demand for quality glass cullet is expected to remain robust.
Under its corporate philosophy of contributing to the protection of the global environment, the TRE Group aims to be a Comprehensive Environment Management Enterprise that supports an advanced recycling society and a decarbonized society by expanding and diversifying its areas of business. JW Glass recycling will play a part in the expansion of the TRE Group's recycling business by actively promoting the recycling of solar panels-for which future needs are expected-as well as various types of laminated glass and glass recycling from used automobiles.
2. Overview of the subsidiary to be transferred (JW Glass Recycling)
1)Company name | JW Glass Recycling Co., Ltd | ||
2)Headquarters | 4-3-32 Shinkiba, Koto-ku, Tokyo | ||
3)Representative | Hidekazu Yukimori, President and Representative Director | ||
4)Principal areas of business | Collection, recycling process, and sales of glass waste | ||
5)Capital | JPY30 million | ||
6)Established | October 5, 2004 | ||
7)Major shareholders and shareholding ratio | Asahi Pretec Corp. 100% | ||
8)Relationship between the listed company and the company in question | Capital relationship | There are no applicable matters to be stated. | |
Personal relationship | There are no applicable matters to be stated. | ||
Business relationship | There are no applicable matters to be stated. | ||
Applicability to related parties | The said company is not a related party of TRE HOLDINGS CORPORATION. In addition, the related parties and affiliated companies of the said company do not fall under the category of related parties of TRE HOLDINGS CORPORATION. | ||
9)Operating results and financial condition of JW Glass Recycling or the past three years | |||
Accounting period | Year ended March 2019 | Year ended March 2020 | Year ended March 2021 |
Net assets | JPY769 million | JPY945 million | JPY1,034 million |
Total assets | JPY 1,989 million | JPY1,912 million | JPY1,972 million |
Net assets per share | JPY 1,281.90 thousand | JPY1,575.36 thousand | JPY1,723.05 thousand |
Net sales | JPY1,174 million | JPY1,236 million | JPY1,194 million |
Operating profit | JPY149 million | JPY210 million | JPY178 million |
Ordinary profit | JPY119 million | JPY178 million | JPY165 million |
Net income | JPY74 million | JPY180 million | JPY84 million |
Earnings per share | JPY123,82 thousand | JPY300,05 thousand | JPY139,83 thousand |
3. Overview of the counterparty of the share acquisition
1)Company name | Asahi Pretec Corp. |
2)Headquarters | 21, Uozakihamamachi, Higashinada-ku, Kobe, Hyogo |
3)Representative | Hiroyuki Nakanishi, President and Representative Director |
4)Primary areas of business | Purchasing, recycling, and refining of raw materials for precious and rare metals Processing and sale of precious and rare metals Manufacturing and sale of chemical products Manufacturing and sale of electrolytic gold and silver recovery equipment Detoxification and recycling of industrial waste and specially controlled industrial waste Analysis of precious metals Analysis of various water quality and sludge |
5)Capital | JPY4,480 million |
6)Relationship between the listed company and the company in question | Capital relationship | There are no applicable matters to be stated. |
Personal relationship | There are no applicable matters to be stated. | |
Business relationship | There is a business relationship between TAKEEI, a subsidiary of TRE HOLDINGS CORPORATION and Asahi Pretec, in relation to waste disposal, but there is no business relationship between TAKEEI and JW Glass Recycling, a subsidiary of Asahi Pretec. | |
Applicability to related parties | The said company is not a related party of TRE HOLDINGS CORPORATION. In addition, the related parties and affiliated companies of the said company do not fall under the category of related parties of TRE HOLDINGS CORPORATION. |
4. Number of shares acquired and status of shares held before and after acquisition
1)Number of shares held before the transfer | Common stock: 0 shares (Number of voting rights: 0) (Percentage of voting rights held: 0%) |
2)Number of shares to be acquired | Common stock: 600 shares (Number of voting rights: 600) |
3)Transfer price | The information will not be disclosed due to confidentiality obligations with the counterparty. * |
4)Number of shares held after the transfer | Common stock: 600 shares (Number of voting rights: 600) (Percentage of voting rights held: 100%) |
*Regarding the share transfer price, TAKEEI has conducted appropriate due diligence by third parties (accountants, lawyers, etc.) and has calculated and determined a reasonable amount after discussions with the counterparty.
5. Schedule
1) Date of execution of share transfer agreement | Wednesday, April 27, 2022 |
2) Date of transfer of shares | Monday, May 2, 2022 (planned) |
6. Outlook
This share acquisition will have no impact on our consolidated business results for the previous fiscal year. The impact on the consolidated earnings forecast for the current fiscal year is currently under scrutiny.
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TRE Holdings Corporation published this content on 27 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2022 07:14:06 UTC.