[Translation] | |
January 29, 2021 | |
To Whom It May Concern | |
Company Name: | OUTSOURCING Inc. |
Representative: | Haruhiko Doi |
Chairman and CEO | |
(First Section of TSE, Securities Code: 2427) | |
Contact: | Kazuhiko Suzuki |
Executive Vice President and | |
Executive General Manager | |
in charge of Business | |
Management Division | |
Phone: | +81-3-3286-4888 (main) |
Notice Regarding Acquisition of Shares of Itec Co.,Ltd.
OUTSOURCING Inc. (hereinafter "the Company") hereby announces that the Board of Directors, at its meeting held on January 29, 2021, resolved that consolidated subsidiary OUTSOURCING TECHNOLOGY Inc. (hereinafter "OSTech"), which is part of the Domestic Engineering Outsourcing Business segment, will acquire all of the issued shares of Itec Co.,Ltd. (hereinafter "ITEC"), as per the details below.
1. Purpose of the acquisition of shares
OSTech has a strong track record and know-how in systems engineering, software systems development, and other areas, as well as engineer dispatching based on excellent, abundant, and diverse engineer staff. In response to the continued growth in demand for engineers in a wide range of industries, OSTech has expanded dispatching of technically skilled staff as well as its outsourced contracting business, through its industry-leading number of persons recruited, as well as through leveraging the Company's training scheme utilizing its in-house training institution KEN School.
ITEC is engaged in business based on electrical telecommunications construction work and pillar construction work, which supports the stable provision of electrical telecommunications services indispensable for daily living and economic activity. In electrical telecommunications construction work, it has earned a high level of client satisfaction and has secured stable orders based on its solid track record in constructing mobile telecommunications base stations, as well as pillar construction work with mobility, using its in-house pillar drilling vehicle.
Through this shares acquisition transaction, OSTech can benefit from synergies between its engineers and training resources, and ITEC's client base, resulting in further expansion of the business portfolio in addition to business growth for the Company overall.
Going forward, the Company will continue to promote engineer training and aim to further improve its technical capabilities in order to provide high value-added services based on its advanced technical capabilities and abundant engineers.
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[Translation]
2. Outline of the subsidiary that will acquire shares (OSTech)
(1) | Company name | OUTSOURCING TECHNOLOGY Inc. |
(2) | Head office | 1-8-3 Marunouchi, Chiyoda-ku, Tokyo |
(3) | Name and title of | Masaki Motegi, President and Representative Director |
representative | ||
(4) | Major businesses | Engineer dispatching and development process outsourced contracting |
specialized in R&D | ||
(5) | Share capital | JPY483 million |
(6) | Established | December, 2004 |
3. Outline of the sub-subsidiary to be transferred (ITEC)
(1) | Company name | Itec Co.,Ltd. |
(2) | Head office | 126-1 Seto, Noda City, Chiba Prefecture |
(3) | Name and title of | Tokimune Iwamoto, President |
representative | ||
(4) | Major businesses | Mobile telecommunications construction work and electrical construction |
work | ||
(5) | Share capital | JPY5 million |
(6) | Established | August, 2011 |
4. Number of shares to be acquired and ownership before and after the acquisition
Number of shares | Number of shares | 0 | ||
(1) | owned before | Number of voting rights | 0 | |
acquisition | Ratio of voting right owned | 0% | ||
(2) | Number of shares to | Number of shares | 100 | |
be acquired | ||||
Number of shares | Number of shares | 100 | ||
(3) | owned after | Number of voting rights | 100 | |
acquisition | Ratio of voting right owned | 100% | ||
5. Schedule | ||||
(1) | Date of board of | January 29, 2021 | ||
directors resolution | ||||
(2) | Date of agreement | January 29, 2021 | ||
(3) | Date of share transfer | February 1, 2021 | ||
6. Future outlook
Through this shares acquisition transaction, ITEC is expected to become a consolidated subsidiary of the Company in 1Q FY12/21. The impact of this matter on consolidated financial results for FY12/21 is negligible.
(Disclaimer with respect to outlook)
The forward-looking statements including financial outlook contained in this document are based on information currently available to the Company, and certain assumptions that the Company believes are reasonable. Accordingly, the Company can give no assurance that such statements will prove to be correct. Actual results may differ due to a variety of factors.
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[Translation]
(Reference) Consolidated financial forecasts for FY12/20 (announced on November 5, 2020) and consolidated financial results for FY12/19
(Unit: millions of JPY)
Operating | Profit before | Profit for the | Profit | ||
Revenue | attributable to | ||||
profit | tax | year | owners of | ||
the Company | |||||
FY12/20 | 365,000 | 13,750 | 9,250 | 4,700 | 3,850 |
forecasts | |||||
FY12/19 | 361,249 | 15,342 | 13,319 | 8,975 | 8,227 |
results | |||||
(Note) As the provisional accounting process related to business combinations was finalized, the consolidated financial statements for FY12/19 have been retroactively adjusted.
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Outsourcing Inc. published this content on 29 January 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 January 2021 08:41:04 UTC.