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Occurring Fact2978TSUKURUBA Inc.Real estate

Notice regarding a capital and business alliance, the issuance of new shares through a third-party allotment, a change in the major shareholder, and planned share accumulation designated by Cabinet Order as an act equivalent to a tender offer

TSUKURUBA Inc. has decided to enter into a capital and business alliance with PKSHA Technology and plans to issue 320,400 new shares to PKSHA Technology. In addition, including the transfer of shares from existing shareholders, PKSHA Technology is expected to become a major shareholder of TSUKURUBA Inc.

Worth reading
41Recurring
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Direction
Mixed performance
Direction inferred from the company’s description.
Scale
140335200
JPY (amount of funds raised)
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Conditional
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Capital and business alliance, issuance of new shares through a third-party allotment, change in the major shareholder, and share accumulation designated by Cabinet Order as an act equivalent to a tender offer

Subject Entity

TSUKURUBA Inc., 株式会社PKSHA Technology, Nakamura Masahiro (中村真広), and 合同会社エム

Target Locations / Products

“cowcamo,” a platform for the distribution of pre-owned and renovated homes, and AI solutions and AI SaaS for the real estate and construction sectors

Occurrence16 March 2026 (the date of the board resolution, the date the capital and business alliance agreement was signed, and the start date of the business alliance; the date of PKSHA Technology's planned acquisition of shares). 15 April 2026 (the scheduled payment date for the third-party allotment and the scheduled date of the change in the major shareholder)
This disclosure03/16/2026
Cause

PKSHA Technology indicated its intention to hold a certain number of shares in TSUKURUBA Inc. in order to maximize the benefits of the collaboration, and TSUKURUBA Inc. determined that collaboration leveraging AI technology would contribute to enhancing corporate value. The company also seeks to secure the growth capital necessary to expand proprietary products in the cowcamo business.

Change in voting rights ownership ratio

Shareholders Covered0.48%→10.19%(+9.71pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

547 voting rights (54,700 shares), 0.48%. As of 16 March 2026.

Voting rights ownership percentage after the change

12,151 voting rights (1,215,100 shares), 10.19%, making it the second-largest shareholder. The scheduled date of the change is 15 April 2026.

Outlook

Payment for the third-party allotment is scheduled for 15 April 2026. The third-party allotment is subject to the registration statement becoming effective, remaining in effect on the payment date, and the execution of a subscription agreement covering all shares with PKSHA Technology by the payment date. Under the capital and business alliance, the parties will develop functions to improve sales productivity and matching accuracy using AI, and jointly develop AI solutions and AI SaaS for the real estate and construction sectors.

Event that occurred
ItemDetails
Event nameCapital and business alliance, issuance of new shares through a third-party allotment, change in the major shareholder, and share accumulation designated by Cabinet Order as an act equivalent to a tender offer
Date of occurrence16 March 2026 (the date of the board resolution, the date the capital and business alliance agreement was signed, and the start date of the business alliance; the date of PKSHA Technology's planned acquisition of shares). 15 April 2026 (the scheduled payment date for the third-party allotment and the scheduled date of the change in the major shareholder)
Subject EntityTSUKURUBA Inc., 株式会社PKSHA Technology, Nakamura Masahiro (中村真広), and 合同会社エム
Target Locations / Products“cowcamo,” a platform for the distribution of pre-owned and renovated homes, and AI solutions and AI SaaS for the real estate and construction sectors
CausePKSHA Technology indicated its intention to hold a certain number of shares in TSUKURUBA Inc. in order to maximize the benefits of the collaboration, and TSUKURUBA Inc. determined that collaboration leveraging AI technology would contribute to enhancing corporate value. The company also seeks to secure the growth capital necessary to expand proprietary products in the cowcamo business.
Voting rights ownership percentage before the change547 voting rights (54,700 shares), 0.48%. As of 16 March 2026.
Voting rights ownership percentage after the change12,151 voting rights (1,215,100 shares), 10.19%, making it the second-largest shareholder. The scheduled date of the change is 15 April 2026.
OutlookPayment for the third-party allotment is scheduled for 15 April 2026. The third-party allotment is subject to the registration statement becoming effective, remaining in effect on the payment date, and the execution of a subscription agreement covering all shares with PKSHA Technology by the payment date. Under the capital and business alliance, the parties will develop functions to improve sales productivity and matching accuracy using AI, and jointly develop AI solutions and AI SaaS for the real estate and construction sectors.
Items this document does not state (17)
Date recognized / date notice receivedAmount of Impact on Business PerformanceAccounting period in which recognizedImpact on Earnings ForecastType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityPlanned follow-up disclosure

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 improve sales productivity and the accuracy of matching properties with users by leveraging PKSHA Technology's AI technology, and to jointly develop AI solutions and AI SaaS for the real estate and construction sectors. The company also seeks to secure growth capital, including funds for acquiring properties for sale and renovation costs, which are necessary to expand its proprietary products.

How to read this page

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Notice regarding a capital and business alliance, the issuance of new shares through a third-party allotment, a change in the major shareholder, and planned share accumulation designated by Cabinet Order as an act equivalent to a tender offer | TSUKURUBA Inc. (2978) timely disclosure | Komori