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M&A and Subsidiary Changes3138Fujisan Magazine Service Co.,Ltd.Retail

Notice Regarding the Execution of an Agreement to Acquire Fixed Assets by a Consolidated Subsidiary

A consolidated subsidiary of the Company has decided to acquire software for use by private tutoring schools, servers, network equipment, licensing rights and other assets from 株式会社 e-sia. The purchase price is ¥3 million, excluding tax.

Worth reading
57In focus
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
3000000
yen
Wording
Definitive
How definitive the wording is.

This transaction

Acquisition of the subject assets
Counterparty株式会社 e-sia
Disclosing companyFujisan Magazine Service Co.,Ltd.
Subject of this transaction
Date of board resolution30 October 2026
Target company

Creation and sale of curricula and teaching materials related to education, and software development and sales

Location Chuo-ku, Fukuoka City, Fukuoka PrefectureShare capital ¥30 millionDate of incorporation 24 February 1987
Net assetsNegative ¥13,921,828 (June 2026)
Consideration and expenses
Acquisition price¥3,000,000, excluding tax
Impact on Business Performance

The impact on the Company's consolidated results for the fiscal year ending December 2026 is expected to be immaterial.

Procedures and assumptions
Management structure after acquisitionFor the system-provision services to third parties that use the subject assets, the transferee will continue providing the services under its own responsibility.
Total assets of the subject company¥123,294,227 (June 2026)
This transaction
ItemDetails
Transaction nameAcquisition of the subject assets
Counterparty name株式会社 e-sia
Business Description of the Subject CompanyCreation and sale of curricula and teaching materials related to education, and software development and sales
Location of the Subject CompanyChuo-ku, Fukuoka City, Fukuoka Prefecture
Capital Stock of the Subject Company¥30 million
Date of Establishment of the Subject Company24 February 1987
Net Assets of the Subject CompanyNegative ¥13,921,828 (June 2026)
Acquisition price¥3,000,000, excluding tax
Impact on Business PerformanceThe impact on the Company's consolidated results for the fiscal year ending December 2026 is expected to be immaterial.
Date of board resolution30 October 2026
Management structure after acquisitionFor the system-provision services to third parties that use the subject assets, the transferee will continue providing the services under its own responsibility.
Total assets of the subject company¥123,294,227 (June 2026)
Items this document does not state (21)
Name of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateExecution Date / Effective DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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 software to be acquired was used by 株式会社受験Vアカデミー, which was acquired as a business by the Company's consolidated subsidiary, for academic affairs and school operations and in programming classes. It is therefore scheduled to continue being used in the businesses to be developed going forward.

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Notice Regarding the Execution of an Agreement to Acquire Fixed Assets by a Consolidated Subsidiary | Fujisan Magazine Service Co.,Ltd. (3138) timely disclosure | Komori