Worth reading
72In focus
Scored from 4 of 5 sectionsDirection
Mixed performance
Direction inferred from the company’s description.Scale
242
SharesWording
Conditional
How definitive the wording is.This transaction
Share transferCounterpartyMinamidate Soichiro (南舘 聡一郎), ＭＭＫ合同会社
Disclosing companyM3,Inc.
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
Development, sales and support of systems for nursing care and welfare operators, medical facilities and local governments
Location Morioka, Iwate PrefectureShare capital ¥100 millionDate of incorporation June 1983
Net Sales¥12,377 million (fiscal year ended June 2025)
Operating profitOperating loss of ¥222 million (fiscal year ended June 2025)
Net income for the current fiscal yearNet loss of ¥170 million (fiscal year ended June 2025)
Net assetsNet assets of ¥2,744 million (fiscal year ended June 2025)
Consideration and expenses
Acquisition priceNot disclosed at the counterparty’s request
Impact on Business Performance
The impact of this transaction on our consolidated results is currently under review. We will promptly make an announcement if any matters requiring disclosure arise.
Procedures and assumptions
Valuation methodologyDiscounted cash flow method under the income approach
Independent valuation institutionKPMG FAS Co., Ltd.
Conditions Precedent to ExecutionBy the date of execution of this share transfer, 株式会社ワイズマン is scheduled to acquire treasury shares from its shareholders, resulting in the company having the prescribed 2 shareholders at the time this share transfer is executed.
| Item | Details |
|---|---|
| Transaction name | Share transfer |
| Counterparty name | Minamidate Soichiro (南舘 聡一郎), ＭＭＫ合同会社 |
| Name of the Subject Company | 株式会社ワイズマン |
| Business Description of the Subject Company | Development, sales and support of systems for nursing care and welfare operators, medical facilities and local governments |
| Location of the Subject Company | Morioka, Iwate Prefecture |
| Capital Stock of the Subject Company | ¥100 million |
| Date of Establishment of the Subject Company | June 1983 |
| Net Sales of the Subject Company | ¥12,377 million (fiscal year ended June 2025) |
| Operating Profit of the Subject Company | Operating loss of ¥222 million (fiscal year ended June 2025) |
| Net Income of the Subject Company | Net loss of ¥170 million (fiscal year ended June 2025) |
| Net Assets of the Subject Company | Net assets of ¥2,744 million (fiscal year ended June 2025) |
| Acquisition price | Not disclosed at the counterparty’s request |
| Number of shares acquired | 242 shares (242 voting rights) |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Impact on Business Performance | The impact of this transaction on our consolidated results is currently under review. We will promptly make an announcement if any matters requiring disclosure arise. |
| Date of board resolution | 5 June 2026 |
| Contract Date | 5 June 2026 |
| Execution Date / Effective Date | 1 July 2026 (scheduled) |
| Valuation methodology | Discounted cash flow method under the income approach |
| Independent valuation institution | KPMG FAS Co., Ltd. |
| Conditions Precedent to Execution | By the date of execution of this share transfer, 株式会社ワイズマン is scheduled to acquire treasury shares from its shareholders, resulting in the company having the prescribed 2 shareholders at the time this share transfer is executed. |
Items this document does not state (11)
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)Special 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.By combining 株式会社ワイズマン’s strong customer base and expertise in the nursing care and welfare sectors with M3’s technology, the companies aim to advance digital transformation at nursing care facilities, improve productivity, enhance the quality of nursing care services, and strengthen collaboration between medical institutions and nursing care facilities.
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.