Komori
M&A and Subsidiary Changes194AWOLVES HAND Co.,Ltd.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in ノースワン株式会社 and Its Conversion into a Subsidiary

WOLVES HAND Co., Ltd. will acquire all 20 shares of ノースワン株式会社 from Kamata Kentaro (鎌田 健太郎), making the company a wholly owned subsidiary. The acquisition will be completed subject to the effectiveness of the company split planned by ノースワン株式会社.

Worth reading
54Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
15
Ratio of the acquisition price to the net assets of the immediately preceding consolidated fiscal year and the immediately preceding fiscal year (less than 15%)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Acquisition of shares (making the company a subsidiary)
CounterpartyKamata Kentaro (鎌田 健太郎)
Disclosing companyWOLVES HAND Co.,Ltd.
ノースワン株式会社Voting rights ownership percentageNumber of shares acquired 20 shares (number of voting rights: 20)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Operation of animal hospitals

Location Nerima-ku, TokyoShare capital ¥1 millionDate of incorporation 1 March 2017
Net Sales¥275.861 million (fiscal year ended September 2025)
Operating profit¥52.139 million (fiscal year ended September 2025)
Net income for the current fiscal year¥38.950 million (fiscal year ended September 2025)
Net assets¥293.958 million (fiscal year ended September 2025)
Consideration and expenses
Acquisition priceNot disclosed pursuant to an agreement with the counterparty
Impact on Business Performance

The impact is currently under review. The company will promptly disclose any matters requiring disclosure.

Procedures and assumptions
Valuation methodologyShare valuation (using methods including the DCF method)
Conditions Precedent to ExecutionEffectiveness of the company split scheduled for August 2026
This transaction
ItemDetails
Transaction nameAcquisition of shares (making the company a subsidiary)
Counterparty nameKamata Kentaro (鎌田 健太郎)
Name of the Subject Companyノースワン株式会社
Business Description of the Subject CompanyOperation of animal hospitals
Location of the Subject CompanyNerima-ku, Tokyo
Capital Stock of the Subject Company¥1 million
Date of Establishment of the Subject Company1 March 2017
Net Sales of the Subject Company¥275.861 million (fiscal year ended September 2025)
Operating Profit of the Subject Company¥52.139 million (fiscal year ended September 2025)
Net Income of the Subject Company¥38.950 million (fiscal year ended September 2025)
Net Assets of the Subject Company¥293.958 million (fiscal year ended September 2025)
Acquisition priceNot disclosed pursuant to an agreement with the counterparty
Number of shares acquired20 shares (number of voting rights: 20)
Voting rights ownership percentageBefore 0.0% → after 100.0%
Impact on Business PerformanceThe impact is currently under review. The company will promptly disclose any matters requiring disclosure.
Date of board resolution8 July 2026
Contract Date24 July 2026 (scheduled)
Execution Date / Effective Date14 August 2026 (scheduled)
Valuation methodologyShare valuation (using methods including the DCF method)
Conditions Precedent to ExecutionEffectiveness of the company split scheduled for August 2026
Items this document does not state (12)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent valuation institutionSpecial CommitteeManagement structure after acquisition

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The company intends to integrate Komorebi Animal Hospital, operated by ノースワン株式会社, into the Group's existing hospital network and enhance regional continuity. It also aims to strengthen the referral and counter-referral framework with its existing advanced medical care centers, improve regional medical services and the quality of care, create synergies across the Group, and reinforce clinical infrastructure and network functions in Tokyo's 23 wards.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Acquisition of Shares in ノースワン株式会社 and Its Conversion into a Subsidiary | WOLVES HAND Co.,Ltd. (194A) timely disclosure | Komori