This transaction
Acquisition of shares in this transactionThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Payment Business
The impact of the share acquisition on the company's consolidated results for the current fiscal year is currently under review.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares in this transaction |
| Counterparty name | UNIVA CAPITAL Holdings Limited |
| Name of the Subject Company | Name of target company |
| Business Description of the Subject Company | Payment Business |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | Stated capital of target company |
| Date of Establishment of the Subject Company | Date of establishment of target company |
| Net Sales of the Subject Company | ¥4,883 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | ¥328 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | ¥234 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥770 million (fiscal year ended December 2025) |
| Acquisition price | ¥485,403,663 |
| Type of Consideration | Cash |
| Number of shares acquired | 2,027 shares (number of voting rights: 2,027) |
| Voting rights ownership percentage | Before 0.0％ → after 93.32％ |
| Funding arrangements | The acquisition is scheduled to be funded with internal funds of the Group. |
| Impact on Business Performance | The impact of the share acquisition on the company's consolidated results for the current fiscal year is currently under review. |
| Date of board resolution | 22 June 2026 |
| Contract Date | 30 June 2026 (予定) |
| Execution Date / Effective Date | 1 July 2026 (scheduled) |
| Valuation methodology | Share valuation by an independent valuation institution |
| Special Committee | Established. A special committee comprising outside directors who are Audit & Supervisory Committee members |
Items this document does not state (10)
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 determined that bringing the cashless payments business into the Group and generating synergies with the digital marketing business of ユニヴァ・ジャイロン and the growth-support business of UNIVA証券 would contribute to achieving the growth strategy and numerical targets set out in its medium-term management plan. In addition, based on the valuation of the shares, the acquisition price was lower than expected, leaving sufficient funds available for the acquisition. The company determined that sole ownership would provide greater flexibility in enhancing corporate value than sharing ownership with UCH.