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M&A and Subsidiary Changes3788GMO GlobalSign Holdings K.K.Information and Communications, Services and Others

Notice Concerning the Acquisition of Shares in STRATEGIT Inc. (Making It a Subsidiary)

GMOグローバルサイン・ホールディングス has decided to acquire 81,254 shares of ストラテジット, which provides the JOINT data integration platform, making it a subsidiary with a voting rights ownership ratio of 96.44%. In addition, it plans to subscribe to a private placement, bringing the total planned investment to ¥564 million.

Worth reading
52Recurring
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
564
¥ million (total planned investment through the acquisition of shares and private placement)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of shares (conversion into a subsidiary)
CounterpartyHEROZ 株式会社, WingArc1st Inc.
Disclosing companyGMO GlobalSign Holdings K.K.
株式会社ストラテジットVoting rights ownership percentageNumber of shares acquired 81,254 shares (number of voting rights: 81,254)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Planning, development, operation and sale of the JOINT series; consulting for SaaS implementation and support for ERP implementation

Location Minato-ku, TokyoShare capital ¥35 millionDate of incorporation 2 July 2019
Net Sales¥247.650 million (fiscal year ended February 2025)
Operating profitOperating loss of ¥141.385 million (fiscal year ended February 2025)
Net income for the current fiscal yearNet loss of ¥140.789 million (fiscal year ended February 2025)
Net assetsNet assets of ¥248.615 million (fiscal year ended February 2025)
Consideration and expenses
Acquisition price¥434 million (of which ¥25 million is scheduled to be paid after all obligations under the share transfer agreement have been fulfilled)
Type of ConsiderationCash
Impact on Business Performance

The impact on the Company's consolidated results for the fiscal year ending December 2026 is expected to be immaterial. Over the medium to long term, the Company believes the transaction will contribute to enhancing its corporate value.

Procedures and assumptions
Conditions Precedent to ExecutionSubject to approval of the private placement by the board of directors of ストラテジット at a meeting scheduled for 30 April 2026, the Company plans to subscribe for 24,340 common shares of ストラテジット for a total of ¥130 million.
This transaction
ItemDetails
Transaction nameAcquisition of shares (conversion into a subsidiary)
Counterparty nameHEROZ 株式会社, WingArc1st Inc.
Name of the Subject Company株式会社ストラテジット
Business Description of the Subject CompanyPlanning, development, operation and sale of the JOINT series; consulting for SaaS implementation and support for ERP implementation
Location of the Subject CompanyMinato-ku, Tokyo
Capital Stock of the Subject Company¥35 million
Date of Establishment of the Subject Company2 July 2019
Net Sales of the Subject Company¥247.650 million (fiscal year ended February 2025)
Operating Profit of the Subject CompanyOperating loss of ¥141.385 million (fiscal year ended February 2025)
Net Income of the Subject CompanyNet loss of ¥140.789 million (fiscal year ended February 2025)
Net Assets of the Subject CompanyNet assets of ¥248.615 million (fiscal year ended February 2025)
Acquisition price¥434 million (of which ¥25 million is scheduled to be paid after all obligations under the share transfer agreement have been fulfilled)
Type of ConsiderationCash
Number of shares acquired81,254 shares (number of voting rights: 81,254)
Voting rights ownership percentageBefore ―% → after 96.44%
Impact on Business PerformanceThe impact on the Company's consolidated results for the fiscal year ending December 2026 is expected to be immaterial. Over the medium to long term, the Company believes the transaction will contribute to enhancing its corporate value.
Date of board resolution20 April 2026
Contract Date20 April 2026
Execution Date / Effective Date30 April 2026 (scheduled)
Conditions Precedent to ExecutionSubject to approval of the private placement by the board of directors of ストラテジット at a meeting scheduled for 30 April 2026, the Company plans to subscribe for 24,340 common shares of ストラテジット for a total of ¥130 million.
Items this document does not state (12)
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 CommitteeManagement structure after acquisition

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 promote connections between ストラテジット's data integration infrastructure and GMO Sign and GMO Trust Login, thereby accelerating the evolution of next-generation enterprise services suited to the era of AI agents. In addition, synergies are expected through improved productivity using AI across the Group and enhanced functions and services by leveraging the Group's technologies across business areas.

How to read this page

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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.
Notice Concerning the Acquisition of Shares in STRATEGIT Inc. (Making It a Subsidiary) | GMO GlobalSign Holdings K.K. (3788) timely disclosure | Komori