Worth reading
48Recurring
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
3
As a percentage of our company's net sales (less than %)Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
Name of transactionCounterparty (target company)SELF株式会社
Disclosing companyLink and Motivation Inc.
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company
Provides enterprise solutions and consumer applications using AI systems.
Location Shinjuku-ku, TokyoShare capital ¥376 million, including capital reservesDate of incorporation November 2014
Consideration and expenses
Type of ConsiderationShares (our common shares only; no new shares will be issued, and treasury shares held by our company are scheduled to be used as consideration)
Funding arrangementsTreasury shares held by our company are scheduled to be used as consideration rather than making a cash payment.
Impact on Business Performance
We will disclose the outlook for results and other matters following the share exchange as soon as they become clear.
Procedures and assumptions
Valuation methodologyScheduled to be determined based on the results of a valuation by an independent third-party valuation institution and other factors.
Conditions Precedent to ExecutionThe execution of the share exchange agreement and implementation of the share exchange will be discussed and determined going forward (not finalized at present). Other permits and approvals: Not disclosed
Management structure after acquisitionFollowing the share exchange, our company will become the wholly owning parent company, with Representative Director and Chairman Ozasa Yoshio (小笹芳央) scheduled to serve as its representative. The treatment of SELF株式会社's corporate name, representative and employees: Not disclosed
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Counterparty name | SELF株式会社 |
| Name of the Subject Company | SELF株式会社 |
| Business Description of the Subject Company | Provides enterprise solutions and consumer applications using AI systems. |
| Location of the Subject Company | Shinjuku-ku, Tokyo |
| Capital Stock of the Subject Company | ¥376 million, including capital reserves |
| Date of Establishment of the Subject Company | November 2014 |
| Type of Consideration | Shares (our common shares only; no new shares will be issued, and treasury shares held by our company are scheduled to be used as consideration) |
| Funding arrangements | Treasury shares held by our company are scheduled to be used as consideration rather than making a cash payment. |
| Impact on Business Performance | We will disclose the outlook for results and other matters following the share exchange as soon as they become clear. |
| Date of board resolution | 10 August 2026 |
| Contract Date | This basic agreement: 10 August 2026. Share exchange agreement: 9 September 2026 (scheduled) |
| Execution Date / Effective Date | 1 October 2026 (予定) |
| Valuation methodology | Scheduled to be determined based on the results of a valuation by an independent third-party valuation institution and other factors. |
| Conditions Precedent to Execution | The execution of the share exchange agreement and implementation of the share exchange will be discussed and determined going forward (not finalized at present). Other permits and approvals: Not disclosed |
| Management structure after acquisition | Following the share exchange, our company will become the wholly owning parent company, with Representative Director and Chairman Ozasa Yoshio (小笹芳央) scheduled to serve as its representative. The treatment of SELF株式会社's corporate name, representative and employees: Not disclosed |
Items this document does not state (16)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageGoodwill amountAmount of extraordinary income (loss)Independent valuation institutionSpecial Committee
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 purpose is to incorporate SELF株式会社's enterprise integration AI service, SELFBOT, into the transformation services of Motive Cloud, with the aim of improving productivity through its combination with our cloud and consulting services, sustaining organizational transformation effects, and expanding cross-selling opportunities for customers.
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