Worth reading
53Recurring
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
15
％Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryCounterparty2 individual shareholders (names not disclosed)
Disclosing companyNISSO GROUP Co.,Ltd.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.
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
Formulation, guidance and management of the management strategies of group companies
Location Shibuya, TokyoShare capital ¥10 millionDate of incorporation 1 October 2021
Net Sales¥54 million (fiscal year ended September 2025)
Operating profit¥52 million (fiscal year ended September 2025)
Net income for the current fiscal year¥48 million (fiscal year ended September 2025)
Net assets¥64 million (fiscal year ended September 2025)
Consideration and expenses
Acquisition priceAn amount exceeding 15% of the net assets as of the end of the Company's immediately preceding fiscal year and 15% of consolidated net assets as of the end of the immediately preceding consolidated fiscal year. The amount is not disclosed at the request of the 2 individual shareholders selling the shares and pursuant to a confidentiality agreement.
Type of ConsiderationCash (acquisition price undisclosed)
Impact on Business Performance
The impact on consolidated results for the fiscal year ending August 2026 is currently under review. If a revision to the earnings forecast becomes necessary, the Company will disclose it promptly.
Procedures and assumptions
Valuation methodologyTaking into consideration an appraisal by a third-party institution and other factors
Independent valuation institutionThird-party institution (name not stated)
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Counterparty name | 2 individual shareholders (names not disclosed) |
| Name of the Subject Company | 株式会社 B SLASH HOLDINGS |
| Business Description of the Subject Company | Formulation, guidance and management of the management strategies of group companies |
| Location of the Subject Company | Shibuya, Tokyo |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 1 October 2021 |
| Net Sales of the Subject Company | ¥54 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | ¥52 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | ¥48 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | ¥64 million (fiscal year ended September 2025) |
| Acquisition price | An amount exceeding 15% of the net assets as of the end of the Company's immediately preceding fiscal year and 15% of consolidated net assets as of the end of the immediately preceding consolidated fiscal year. The amount is not disclosed at the request of the 2 individual shareholders selling the shares and pursuant to a confidentiality agreement. |
| Type of Consideration | Cash (acquisition price undisclosed) |
| Number of shares acquired | 200 shares (number of voting rights: 200) |
| Voting rights ownership percentage | Before －％ → after 100.0％ |
| Impact on Business Performance | The impact on consolidated results for the fiscal year ending August 2026 is currently under review. If a revision to the earnings forecast becomes necessary, the Company will disclose it promptly. |
| Date of board resolution | 14 April 2026 |
| Contract Date | 15 April 2026 (scheduled) |
| Execution Date / Effective Date | 7 May 2026 (予定) |
| Valuation methodology | Taking into consideration an appraisal by a third-party institution and other factors |
| Independent valuation institution | Third-party institution (name not stated) |
Items this document does not state (11)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Special CommitteeConditions Precedent to ExecutionManagement 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.日創グループ has positioned M&A investment as a growth driver under its Fourth Medium-Term Management Plan and aims to achieve its Group Vision. In addition to the continued expansion of condominium development and sales in the Tokyo metropolitan area, the transaction is expected to enhance the value provided by the Group as a whole by applying 日創グループ's expertise and product capabilities in building materials and interiors to condominium planning and design.
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