Komori
M&A and Subsidiary Changes3777Environment Friendly Holdings Corp.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in AI Tech Tomakomai Co., Ltd. (Making It a Subsidiary) and the Acquisition of Fixed Assets for the Purpose of Participating in the Next-Generation AI Infrastructure Business

The Company acquired all shares of AI Tech Tomakomai株式会社, making it a subsidiary, and lent the company a total of ¥1.2 billion as initial project funding, including for land acquisition. The company acquired land in Tomakomai, Hokkaido, for the construction of an AI data center for ¥1.17 billion.

Worth reading
54Recurring
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
12
¥100 million (total amount lent to ATT)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Acquisition of Shares in AI Tech Tomakomai株式会社 (Making It a Subsidiary) and Acquisition of Fixed Assets (Land)
CounterpartyFukuoka Takehiko (福岡 武彦), 株式会社苫東
Disclosing companyEnvironment Friendly Holdings Corp.
AI Tech Tomakomai株式会社Voting rights ownership percentageNumber of shares acquired 100 shares (100% voting rights ownership; number of voting rights not stated)

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 resolution28 May 2026
Contract Date28 May 2026
Execution Date / Effective Date28 May 2026
Target company

Planning, development, construction, ownership, leasing and operation of AI data centers, and related activities

Location Chiyoda-ku, TokyoShare capital ¥10,000Date of incorporation 25 December 2025
Net SalesNo business revenue has been generated (as of 31 March 2026)
Net assetsNegative ¥20 million (as of 31 March 2026)
Consideration and expenses
Acquisition priceShare acquisition price: not disclosed following discussions with the counterparty, but the acquisition price is immaterial. Land acquisition price: ¥1.17 billion
Expenses other than the acquisition priceInterest, rent and other related expenses have been incurred, but the specific amount is not disclosed
Type of ConsiderationNot disclosed (no indication of whether the consideration is cash, shares or otherwise)
Funding arrangements¥500 million borrowed from 株式会社MC and the Company's own funds (working capital)
Impact on Business Performance

The impact of this transaction on the Company's consolidated results for the fiscal year ending December 2026 is currently under review. The Company will promptly disclose any matters that should be disclosed in the future.

Procedures and assumptions
Valuation methodologyDiscussion between the parties (no specific valuation method stated)
Conditions Precedent to ExecutionThe parties entered into a memorandum of understanding stating that discussions will be held toward a buyback by the transferor of 33 of the 100 shares acquired, subject to the target company obtaining financing of a specified amount or meeting other conditions. The buyback has not been finalized.
Management structure after acquisitionThe stated purposes are the succession of land-related contracts, centralization of the business promotion structure and acceleration of decision-making. The post-transaction corporate name, change of representative and treatment of employees are not disclosed
This transaction
ItemDetails
Transaction nameAcquisition of Shares in AI Tech Tomakomai株式会社 (Making It a Subsidiary) and Acquisition of Fixed Assets (Land)
Counterparty nameFukuoka Takehiko (福岡 武彦), 株式会社苫東
Name of the Subject CompanyAI Tech Tomakomai株式会社
Business Description of the Subject CompanyPlanning, development, construction, ownership, leasing and operation of AI data centers, and related activities
Location of the Subject CompanyChiyoda-ku, Tokyo
Capital Stock of the Subject Company¥10,000
Date of Establishment of the Subject Company25 December 2025
Net Sales of the Subject CompanyNo business revenue has been generated (as of 31 March 2026)
Net Assets of the Subject CompanyNegative ¥20 million (as of 31 March 2026)
Acquisition priceShare acquisition price: not disclosed following discussions with the counterparty, but the acquisition price is immaterial. Land acquisition price: ¥1.17 billion
Expenses other than the acquisition priceInterest, rent and other related expenses have been incurred, but the specific amount is not disclosed
Type of ConsiderationNot disclosed (no indication of whether the consideration is cash, shares or otherwise)
Number of shares acquired100 shares (100% voting rights ownership; number of voting rights not stated)
Voting rights ownership percentageBefore 0% → after 100%
Funding arrangements¥500 million borrowed from 株式会社MC and the Company's own funds (working capital)
Impact on Business PerformanceThe impact of this transaction on the Company's consolidated results for the fiscal year ending December 2026 is currently under review. The Company will promptly disclose any matters that should be disclosed in the future.
Date of board resolution28 May 2026
Contract Date28 May 2026
Execution Date / Effective Date28 May 2026
Valuation methodologyDiscussion between the parties (no specific valuation method stated)
Conditions Precedent to ExecutionThe parties entered into a memorandum of understanding stating that discussions will be held toward a buyback by the transferor of 33 of the 100 shares acquired, subject to the target company obtaining financing of a specified amount or meeting other conditions. The buyback has not been finalized.
Management structure after acquisitionThe stated purposes are the succession of land-related contracts, centralization of the business promotion structure and acceleration of decision-making. The post-transaction corporate name, change of representative and treatment of employees are not disclosed
Items this document does not state (10)
Operating Profit of the Subject CompanyNet Income of the Subject CompanyMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Independent 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.

The reasons given are the Company's initial entry into the AI infrastructure business, the succession of land-related contracts, the centralization of the business promotion structure and acceleration of decision-making, and the potential for collaboration with GX infrastructure, including renewable energy, battery storage and PPAs.

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.
Notice Regarding the Acquisition of Shares in AI Tech Tomakomai Co., Ltd. (Making It a Subsidiary) and the Acquisition of Fixed Assets for the Purpose of Participating in the Next-Generation AI Infrastructure Business | Environment Friendly Holdings Corp. (3777) timely disclosure | Komori