Worth reading
41Recurring
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
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How definitive the wording is.This transaction
This mergerCounterparty株式会社串カツ田中, 株式会社ETOHA LAB
Disclosing companyUNISIA HOLDINGS CO.
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
Web design and advertising
Location Chuo Ward, Fukuoka City, Fukuoka PrefectureShare capital ¥10 millionDate of incorporation 22 October 2024
Net Sales¥37.168 million (fiscal year ended November 2025)
Operating profit¥7.882 million (fiscal year ended November 2025)
Net income for the current fiscal year¥6.336 million (fiscal year ended November 2025)
Net assets¥15.303 million (fiscal year ended November 2025)
Consideration and expenses
Acquisition priceNo new shares will be issued and no cash or other assets will be allocated in connection with this merger.
Type of ConsiderationNo consideration (no new shares will be issued and no cash or other assets will be allocated in connection with this merger).
Impact on Business Performance
The Company has determined that the impact of this merger on its consolidated results will be immaterial.
Procedures and assumptions
Management structure after acquisitionFollowing this merger, there will be no changes to the name, location, representative's title or name, business activities, capital, or fiscal year-end of the surviving company.
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | 株式会社串カツ田中, 株式会社ETOHA LAB |
| Name of the Subject Company | 株式会社ETOHA LAB |
| Business Description of the Subject Company | Web design and advertising |
| Location of the Subject Company | Chuo Ward, Fukuoka City, Fukuoka Prefecture |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 22 October 2024 |
| Net Sales of the Subject Company | ¥37.168 million (fiscal year ended November 2025) |
| Operating Profit of the Subject Company | ¥7.882 million (fiscal year ended November 2025) |
| Net Income of the Subject Company | ¥6.336 million (fiscal year ended November 2025) |
| Net Assets of the Subject Company | ¥15.303 million (fiscal year ended November 2025) |
| Acquisition price | No new shares will be issued and no cash or other assets will be allocated in connection with this merger. |
| Type of Consideration | No consideration (no new shares will be issued and no cash or other assets will be allocated in connection with this merger). |
| Voting rights ownership percentage | Before 100% (after not disclosed) |
| Impact on Business Performance | The Company has determined that the impact of this merger on its consolidated results will be immaterial. |
| Date of board resolution | 15 October 2026 |
| Contract Date | 15 October 2026 |
| Execution Date / Effective Date | 30 November 2026 (予定) |
| Management structure after acquisition | Following this merger, there will be no changes to the name, location, representative's title or name, business activities, capital, or fiscal year-end of the surviving company. |
Items this document does not state (13)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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 purpose is to consolidate the dispersed design functions within 株式会社串カツ田中, concentrate resources on design operations, and establish a dedicated structure. Through this, the Group aims to deliver high-quality creative work promptly, enhance the brand value of 株式会社串カツ田中, and maximize the corporate value of the Group as a whole.
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