Worth reading
54Recurring
Scored from 3 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
23
¥ millionWording
Conditional
How definitive the wording is.This transaction
This share acquisitionCounterpartyShareholders of Medmain Co., Ltd. (excluding Iizuka Osamu (飯塚 統), Medmain's Representative Director and CEO)
Disclosing companyTECHMATRIX 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.
Target company
Location Fukuoka, Fukuoka Prefecture
Consideration and expenses
Acquisition priceApproximately ¥2.3 billion (PSP: approximately ¥1.14 billion; the Company: approximately ¥1.16 billion)
Type of ConsiderationCash / payment method for the share transfer consideration not disclosed
Procedures and assumptions
Management structure after acquisitionMedmain is expected to become a consolidated subsidiary of the Company. The trade name, representative and treatment of employees: not disclosed
| Item | Details |
|---|---|
| Transaction name | This share acquisition |
| Counterparty name | Shareholders of Medmain Co., Ltd. (excluding Iizuka Osamu (飯塚 統), Medmain's Representative Director and CEO) |
| Name of the Subject Company | Medmain Co., Ltd. |
| Location of the Subject Company | Fukuoka, Fukuoka Prefecture |
| Acquisition price | Approximately ¥2.3 billion (PSP: approximately ¥1.14 billion; the Company: approximately ¥1.16 billion) |
| Type of Consideration | Cash / payment method for the share transfer consideration not disclosed |
| Number of shares acquired | The Company: 8,427 common shares, 14,077 Class S preferred shares and 22,867 Class A preferred shares (45,371 voting rights); PSP: 7,145 common shares, 19,864 Class S preferred shares and 17,295 Class A preferred shares (44,304 voting rights) |
| Voting rights ownership percentage | Before The Company: 0.00%; PSP: 15.00% → after The Company: 29.10%; PSP: 42.95% |
| Contract Date | 24 April 2026 |
| Execution Date / Effective Date | 30 April 2026 (scheduled). However, the closing date for the share transfer differs for each shareholder. |
| Management structure after acquisition | Medmain is expected to become a consolidated subsidiary of the Company. The trade name, representative and treatment of employees: not disclosed |
Items this document does not state (21)
Business Description of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses 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)Impact on Business PerformanceDate of board resolutionValuation 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 disclosure states that the acquisition of shares to make Medmain a consolidated subsidiary is proceeding, but does not describe the strategic rationale or purpose of the transaction.
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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.