Worth reading
62In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
20
US$ million (approximately ¥3,149 million)Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
Transfer of shares and equity interestsCounterpartyValsoft Corporation Inc.
Disclosing companyMEDIA DO Co.,Ltd.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Date of board resolution30 September 2026
Contract Date30 September 2026
Execution Date / Effective Date30 September 2026
Target company
Quality Solutions, Inc. Development and provision of workflow management systems and bibliographic information management services for the publishing industry / QS Information Services, Inc. Not disclosed / NetGalley, LLC Operation of the NetGalley platform for distributing digital galleys (pre-publication book manuscripts) and review marketing for the publishing industry / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed
Location Quality Solutions, Inc. 44 Merrimac St Ste 22, Newburyport, MA, 01950 (United States) / QS Information Services, Inc. Not disclosed / NetGalley, LLC 44 Merrimac St Ste 22, Newburyport, MA, 01950 (United States) / NetGalley UK Ltd. Not disclosed / Supadü Ltd. United KingdomShare capital Quality Solutions, Inc. US$348 thousand / QS Information Services, Inc. Not disclosed / NetGalley, LLC US$4,501 thousand / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosedDate of incorporation Quality Solutions, Inc. 17 November 1988 / QS Information Services, Inc. Not disclosed / NetGalley, LLC 2 December 2008 / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed
Net SalesQuality Solutions, Inc. Fiscal year ended December 2025: US$10,197 thousand / NetGalley, LLC Fiscal year ended December 2025: US$8,540 thousand / QS Information Services, Inc. Not disclosed / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed
Operating profitQuality Solutions, Inc. Fiscal year ended December 2025: US$(1,799) thousand / NetGalley, LLC Fiscal year ended December 2025: US$2,111 thousand / QS Information Services, Inc. Not disclosed / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed
Net income for the current fiscal yearQuality Solutions, Inc. Fiscal year ended December 2025: US$(821) thousand / NetGalley, LLC Fiscal year ended December 2025: US$1,027 thousand / QS Information Services, Inc. Not disclosed / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed
Consideration and expenses
Acquisition priceUS$20 million (approximately ¥3,149 million)
Amount of extraordinary income (loss)The Company expects to recognize an extraordinary gain in the consolidated accounting period for the third quarter of the fiscal year ending February 2027. The amount is currently under review.
Impact on Business Performance
The amount of the extraordinary gain and its impact on full-year consolidated results are currently under review, taking other factors into consideration.
Procedures and assumptions
Management structure after acquisitionValsoft has an operating model that respects the independence of each business's brand and operating structure while supporting sustainable growth through long-term capital provision and the introduction of shared infrastructure, including AI. This is expected to provide an environment in which stable, high-quality services can continue to be delivered to existing customers of the Firebrand group, as well as generate strong synergies among the platforms.
| Item | Details |
|---|---|
| Transaction name | Transfer of shares and equity interests |
| Counterparty name | Valsoft Corporation Inc. |
| Name of the Subject Company | Quality Solutions, Inc., QS Information Services, Inc., NetGalley, LLC, NetGalley UK Ltd., Supadü Ltd. |
| Business Description of the Subject Company | Quality Solutions, Inc. Development and provision of workflow management systems and bibliographic information management services for the publishing industry / QS Information Services, Inc. Not disclosed / NetGalley, LLC Operation of the NetGalley platform for distributing digital galleys (pre-publication book manuscripts) and review marketing for the publishing industry / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed |
| Location of the Subject Company | Quality Solutions, Inc. 44 Merrimac St Ste 22, Newburyport, MA, 01950 (United States) / QS Information Services, Inc. Not disclosed / NetGalley, LLC 44 Merrimac St Ste 22, Newburyport, MA, 01950 (United States) / NetGalley UK Ltd. Not disclosed / Supadü Ltd. United Kingdom |
| Capital Stock of the Subject Company | Quality Solutions, Inc. US$348 thousand / QS Information Services, Inc. Not disclosed / NetGalley, LLC US$4,501 thousand / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed |
| Date of Establishment of the Subject Company | Quality Solutions, Inc. 17 November 1988 / QS Information Services, Inc. Not disclosed / NetGalley, LLC 2 December 2008 / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed |
| Net Sales of the Subject Company | Quality Solutions, Inc. Fiscal year ended December 2025: US$10,197 thousand / NetGalley, LLC Fiscal year ended December 2025: US$8,540 thousand / QS Information Services, Inc. Not disclosed / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed |
| Operating Profit of the Subject Company | Quality Solutions, Inc. Fiscal year ended December 2025: US$(1,799) thousand / NetGalley, LLC Fiscal year ended December 2025: US$2,111 thousand / QS Information Services, Inc. Not disclosed / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed |
| Net Income of the Subject Company | Quality Solutions, Inc. Fiscal year ended December 2025: US$(821) thousand / NetGalley, LLC Fiscal year ended December 2025: US$1,027 thousand / QS Information Services, Inc. Not disclosed / NetGalley UK Ltd. Not disclosed / Supadü Ltd. Not disclosed |
| Acquisition price | US$20 million (approximately ¥3,149 million) |
| Number of shares acquired | Quality Solutions, Inc. 1,563.3 shares (number of voting rights: 1,563) / NetGalley, LLC 100% (equity interest) |
| Voting rights ownership percentage | Before 100％ → after 0％ |
| Amount of extraordinary income (loss) | The Company expects to recognize an extraordinary gain in the consolidated accounting period for the third quarter of the fiscal year ending February 2027. The amount is currently under review. |
| Impact on Business Performance | The amount of the extraordinary gain and its impact on full-year consolidated results are currently under review, taking other factors into consideration. |
| Date of board resolution | 30 September 2026 |
| Contract Date | 30 September 2026 |
| Execution Date / Effective Date | 30 September 2026 |
| Management structure after acquisition | Valsoft has an operating model that respects the independence of each business's brand and operating structure while supporting sustainable growth through long-term capital provision and the introduction of shared infrastructure, including AI. This is expected to provide an environment in which stable, high-quality services can continue to be delivered to existing customers of the Firebrand group, as well as generate strong synergies among the platforms. |
Items this document does not state (13)
Net Assets of the Subject CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountValuation 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.To optimize the allocation of management resources and focus overseas on expanding Japanese publishing content, centered on Seven Seas Entertainment, LLC. In addition, the Company determined that the best course of action for the Firebrand group was to pursue business expansion and functional enhancement under Valsoft, which has specialized expertise focused on the software business.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.