Notice Regarding Change of a Consolidated Subsidiary (Share Transfer)

Japan Petroleum Exploration Co., Ltd. (JAPEX) announced that it has resolved at a Executive Committee held today, to transfer all shares in its consolidated subsidiary, Japex Energy Co., Ltd. (JPE), to Astomos Energy Corporation (AE).

1. Reason for the share transfer

Since the acquisition of JPE in 2009, JAPEX has pursued initiatives such as selling petroleum products including LPG and fuel oil, through JPE.
In a bid to strengthen profitability and build a medium to long-term business foundation while contributing to realize a carbon-neutral society under the JAPEX Management Plan 2022-2030, the medium to long-term management plan for the period 2022 to 2030 formulated in March 2022, JAPEX has decided to transfer all shares in JPE as part of a review of its business portfolio.

2. Outline of the consolidated subsidiary to be transferred

(1) Corporate Name

Japex Energy Co., Ltd.

(2) Head Office

Ueno Frontier Tower, 3-24-6, Ueno, Taito-ku, Tokyo

(3) Title and Name of

Representative

Representative Director and President, Yuji Kobayashi

(4) Business Activities

Purchase and sale of LNG, oil products, etc.

(5) Share Capital

90 million yen

(6) Date of Establishment

October 30, 2009

(7) Major Shareholders

and Shareholding Ratio

JAPEX: 90%

Mitsubishi UBE Cement Corporation: 10%

(8) Relationships between

the listed company and the company concerned

Capital Relationship

JAPEX owns 90% of the shares of JPE

Personnel Relationship

JAPEX dispatches officers to JPE

Business Relationship

JPE sells petroleum products and other products to JAPEX

(9) Operating results and financial position of JPE for the past three years

Fiscal year

For the year ended March 2023

For the year ended March 2024

For the year ended March 2025

Net assets

1,533 million yen

1,789 million yen

2,006 million yen

Total assets

7,850 million yen

8,061 million yen

8,684 million yen

Net assets per share

1,533 thousand yen

1,789 thousand yen

2,006 thousand yen

Net sales

50,459 million yen

49,850 million yen

53,676 million yen

Operating profit

314 million yen

458 million yen

417 million yen

Ordinary profit

312 million yen

457 million yen

415 million yen

Net profit

206 million yen

297 million yen

276 million yen

Basic earnings per share

206 thousand yen

297 thousand yen

276 thousand yen

Dividend per share

41,400 yen

60,000 yen

Undecided

3. Outline of the Counterparty to the Share Transfer

(1) Corporte Name

Astomos Energy Corporation

(2) Head Office

Sapia Tower, 1-7-12 Marunouchi, Chiyoda-ku, Tokyo

(3) Title and Name of

Representative

Representative Director and President, Mitsuru Yamanaka

(4) Business Activities

Import, purchase, and sale of LPG

(5) Share Capital

10 billion yen

(6) Date of Establishment

June 18, 1962

(7) Net assets

78,078 million yen (as of December 31, 2024)

(8) Total assets

216,781 million yen (as of December 31, 2024)

(9) Major Shareholder

and Shareholding Ratio

Idemitsu Kosan Co., Ltd.: 51%
Mitsubishi Corporation: 49%

(10) Relationships betweenthe listed company and the company concerned

Capital Relationship

No applicable

Personnel Relationship

No applicable

Business Relationship

No applicable

Related Party Status

No applicable

4. Number of shares to be transferred, transfer price and status of shares held before and after the change

(1) Number of shares held

before the change

900 shares (Number of voting rights:900)

(Percentage of voting rights held:90%)

(2) Number of shares transferred

900 shares (Number of voting rights:900)

(3) Transfer price

101 million yen

(4) Number of shares held

 after the change

0 shares (Number of voting rights:0)

(Percentage of voting rights held:0%)

5. Schedule

(1) Date of resolution

May 29, 2025

(2) Date of the share transfer contract

May 29, 2025 (planned)

(3) Date of the share transfer

First (334 shares out of 900 shares held by JAPEX) : June 25, 2025 (planned)

Second (566 shares) : December 25, 2025 (planned)

6. Outlook

The impact of the share transfer on consolidated results will be minimal. JPE is scheduled to be excluded from the scope of consolidation for the third quarter of the fiscal year ending March 2026.

Please note that the information in the news is as of the announcement date and may be subject to change without notice.

Contact: +81-3-6268-7110 (Media Relations) / +81-3-6268-7111 (Investor Relations) / +81-3-6268-7000 (Other in general)

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