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
585091947
¥Wording
Conditional
How definitive the wording is.This transaction
This transactionCounterparty (target company)SHIKIGAKU.Co.,Ltd.
Disclosing companyTKP Corporation
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.White points represent dates designated as scheduled dates in the document.
Target company
Management and organizational consulting using “SHIKIGAKU”; employee training using “SHIKIGAKU”; development and provision of web services based on “SHIKIGAKU”; and publication of books related to “SHIKIGAKU”
Location Shinagawa Ward, TokyoShare capital ¥10.252 million (as of 30 November 2025)Date of incorporation March 2015
Net Sales¥5,369 million (fiscal year ended February 2025)
Operating profit¥330 million (fiscal year ended February 2025)
Net income for the current fiscal year¥426 million (fiscal year ended February 2025)
Net assets¥3,437 million (fiscal year ended February 2025)
Consideration and expenses
Acquisition price¥585,091,947 (¥807 per share)
Type of ConsiderationCash (acceptance of subscription for the disposal of treasury shares through a third-party allotment)
Impact on Business Performance
The impact of this transaction on our results of operations, as announced on 14 April 2026, is currently under review. We will promptly disclose any matter requiring disclosure.
Procedures and assumptions
Conditions Precedent to ExecutionSubject to approval at the first general meeting of shareholders of SHIKIGAKU.Co.,Ltd. held after this transaction, we plan to recommend 1 person as a candidate for director.
Management structure after acquisitionSubject to approval at the first general meeting of shareholders of SHIKIGAKU.Co.,Ltd. held after this transaction, we plan to recommend 1 person as a candidate for director. If the candidate is appointed, we will have significant influence over SHIKIGAKU.Co.,Ltd., which is expected to become our associate.
| Item | Details |
|---|---|
| Transaction name | This transaction |
| Counterparty name | SHIKIGAKU.Co.,Ltd. |
| Name of the Subject Company | SHIKIGAKU.Co.,Ltd. |
| Business Description of the Subject Company | Management and organizational consulting using “SHIKIGAKU”; employee training using “SHIKIGAKU”; development and provision of web services based on “SHIKIGAKU”; and publication of books related to “SHIKIGAKU” |
| Location of the Subject Company | Shinagawa Ward, Tokyo |
| Capital Stock of the Subject Company | ¥10.252 million (as of 30 November 2025) |
| Date of Establishment of the Subject Company | March 2015 |
| Net Sales of the Subject Company | ¥5,369 million (fiscal year ended February 2025) |
| Operating Profit of the Subject Company | ¥330 million (fiscal year ended February 2025) |
| Net Income of the Subject Company | ¥426 million (fiscal year ended February 2025) |
| Net Assets of the Subject Company | ¥3,437 million (fiscal year ended February 2025) |
| Acquisition price | ¥585,091,947 (¥807 per share) |
| Type of Consideration | Cash (acceptance of subscription for the disposal of treasury shares through a third-party allotment) |
| Number of shares acquired | 725,021 shares (7,250 voting rights) |
| Voting rights ownership percentage | Before 10.23% → after 17.36% |
| Impact on Business Performance | The impact of this transaction on our results of operations, as announced on 14 April 2026, is currently under review. We will promptly disclose any matter requiring disclosure. |
| Date of board resolution | 14 April 2026 |
| Contract Date | 14 April 2026 |
| Execution Date / Effective Date | 30 April 2026 (予定) |
| Conditions Precedent to Execution | Subject to approval at the first general meeting of shareholders of SHIKIGAKU.Co.,Ltd. held after this transaction, we plan to recommend 1 person as a candidate for director. |
| Management structure after acquisition | Subject to approval at the first general meeting of shareholders of SHIKIGAKU.Co.,Ltd. held after this transaction, we plan to recommend 1 person as a candidate for director. If the candidate is appointed, we will have significant influence over SHIKIGAKU.Co.,Ltd., which is expected to become our associate. |
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)Valuation methodologyIndependent valuation institutionSpecial Committee
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.To expand the businesses of both companies and enhance corporate value by mutually leveraging our extensive customer base and nationwide space network, together with SHIKIGAKU.Co.,Ltd.’s expertise in supporting its portfolio companies through its venture capital fund business and hands-on support fund business.
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