Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translation and the Japanese original, the original shall prevail.
July 20, 2022
To whom it may concern
Company name: JMDC Inc.
Representative: Yosuke Matsushima, President and CEO
(TSE Prime Market, Stock Code: 4483)
Contact: Yuta Yamamoto,
Vice President and CFO (E-mail: ir@jmdc.co.jp)
(Progress of disclosure matters)
Notice of Additional Acquisition of Shares in Real World Data
JMDC Inc. (the "Company") announces that at the meeting of its Board of Directors held on July 20, 2022, the Company resolved to make acquire additional shares of Real World Data Co., Ltd. ("Real World Data"). The details are as follows.
1. Overview of additional acquisition of shares
As announced in the "Notice of Acquisition of Shares in Real World Data (to Make It JMDC's Subsidiary)" on July 12, 2022, the Company has resolved to acquire 92.67% of the shares of Real World Data Corporation and make it a subsidiary of the Company. The Company will now acquire an
additional 7.33% of the remaining shares to make it a wholly owned subsidiary.
2. How to acquire shares
With respect to funds for this acquisition, the Company plans to use funds it has on hand and borrow
from financial institutions. Details of borrowings will be disclosed as soon as they become definite.
3. Overview of the subsidiary to be transferred
(1) | Name | Real World Data Co., Ltd. |
(2) | Location | 76, Nakano-cho,Marutamachi-sagaru,Ogawa-dori,Nakagyo-ku, |
Kyoto-shi | ||
(3) | Name and position of | Yasuko Oita, Representative Director |
the representative | ||
(4) | Business lines | Establishment of various databases (information on |
diagnosis/treatment and school, infant, and pregnant women health
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Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translation and the Japanese original, the original shall prevail.
examinations, etc.) | ||||||
(5) | Capital | 90 million yen | ||||
(6) | Establishment | July 21, 2015 | ||||
Major shareholders and | Several individuals and two domestic corporations | |||||
the ratio of their | ||||||
(7) | The ratio of shareholding is not to be disclosed due to the intention | |||||
shareholdings | ||||||
of the parties concerned. | ||||||
(as of March 31, 2022) | ||||||
Capital | Not applicable | |||||
relationship | ||||||
Relationship between | Human | Not applicable | ||||
the listed company and | relationship | |||||
(8) | the company | |||||
Business | Not applicable | |||||
concerned | relationship | |||||
(as of March 31, 2022) | ||||||
Applicability of | ||||||
being related | Not applicable | |||||
parties | ||||||
(9) | Consolidated financial results and financial conditions of the company concerned during the | |||||
past three years | ||||||
Term for the settlement of | Term ended March | Term ended March | Term ended March | |||
accounts | 2020 | 2021 | 2022 | |||
Net assets | ¥1,250 million | ¥1,205 million | ¥815 million | |||
Total assets | ¥1,387 million | ¥1,321 million | ¥928 million | |||
Net assets per share | ¥744,832.95 | ¥718,112.06 | ¥485,890.98 | |||
Net sales | ¥614 million | ¥568 million | ¥568 million | |||
Operating profit | ¥87 million | −¥50 million | −¥337 million | |||
Ordinary profit | ¥90 million | −¥43 million | −¥337 million | |||
Net profit for the current term | ¥70 million | −¥44 million | −¥389 million | |||
Net profit per share | ¥42,030.88 | −¥26,445.14 | −¥232,109.17 | |||
Dividend per share | ― | ― | ― | |||
4. Overview of parties from which shares are acquired
The Company will acquire shares from one domestic corporation, but will not be disclosed due to
the intention of the parties concerned. There is no capital, personal, business or other relationship with the parties concerned. In addition, they are not related parties of the Company.
5. Number of shares to be acquired, acquisition price, and shares owned before and after the acquisition
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Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translation and the Japanese original, the original shall prevail.
Number of shares | 1,556 | |||
(1) | owned before the | |||
(Percentage of voting rights held: 92.67%) | ||||
transfer | ||||
(2) | Number of shares to be | 123 | ||
acquired | (Percentage of voting rights held: 7.33%) | |||
(3) | Acquisition price | The acquisition price will not be disclosed due to the intention of | ||
the parties concerned. | ||||
Number of shares | 1,679 | |||
(4) | owned after the | |||
(Percentage of voting rights held:100.00%) | ||||
transfer | ||||
6. | Schedule | |||
(1) | Resolution of the Board of Directors | July 20, 2022 | ||
(2) | Conclusion of a share transfer agreement | July 20, 2022 | ||
(3) | Transfer of shares | July 29, 2022 (planned) | ||
7. | Future outlooks |
The impact of the additional acquisition of shares on its consolidated financial results for the term ending March 2023 is still under examination, but the Company believes that it will contribute to enhancing the corporate value of the JMDC Group in the medium and long run. In the future, if there arises a need for appropriate disclosure, the Company will disclose relevant information swiftly.
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JMDC Inc. published this content on 20 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 July 2022 07:03:02 UTC.