Worth reading
75Important
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
74.8
% (percentage of issued shares to be acquired)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryCounterparty1 individual shareholder
Disclosing companyeBASE Co.,Ltd.
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
Service provider offering manufacturers, wholesalers and retailers knowledge and expertise for in-store activation
Location Minato-ku, TokyoShare capital ¥41,725,000Date of incorporation 3 March 2003
Net Sales¥530 million (fiscal year ended February 2025)
Operating profit¥55 million (fiscal year ended February 2025)
Net income for the current fiscal year¥37 million (fiscal year ended February 2025)
Net assets¥305 million (fiscal year ended February 2025)
Consideration and expenses
Acquisition priceThe acquisition price is undisclosed pursuant to an agreement with the counterparty.
Type of ConsiderationCash (acquisition price undisclosed)
Impact on Business Performance
The acquisition of these shares will have no impact on results for the fiscal year ending March 2026, but is expected to contribute to results from the fiscal year ending March 2027 onward. The impact on consolidated results is currently under review.
Procedures and assumptions
Valuation methodologyAppropriate due diligence and share valuation by an independent third-party organization
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Counterparty name | 1 individual shareholder |
| Name of the Subject Company | 株式会社 KSP－SP |
| Business Description of the Subject Company | Service provider offering manufacturers, wholesalers and retailers knowledge and expertise for in-store activation |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥41,725,000 |
| Date of Establishment of the Subject Company | 3 March 2003 |
| Net Sales of the Subject Company | ¥530 million (fiscal year ended February 2025) |
| Operating Profit of the Subject Company | ¥55 million (fiscal year ended February 2025) |
| Net Income of the Subject Company | ¥37 million (fiscal year ended February 2025) |
| Net Assets of the Subject Company | ¥305 million (fiscal year ended February 2025) |
| Acquisition price | The acquisition price is undisclosed pursuant to an agreement with the counterparty. |
| Type of Consideration | Cash (acquisition price undisclosed) |
| Number of shares acquired | 3,845 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | After 74.8% (before not disclosed) |
| Impact on Business Performance | The acquisition of these shares will have no impact on results for the fiscal year ending March 2026, but is expected to contribute to results from the fiscal year ending March 2027 onward. The impact on consolidated results is currently under review. |
| Date of board resolution | 28 April 2026 |
| Contract Date | 28 April 2026 |
| Execution Date / Effective Date | 30 June 2026 |
| Valuation methodology | Appropriate due diligence and share valuation by an independent third-party organization |
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)Independent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement 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.The transaction will integrate and link eBASE's detailed product data with KSP-SP's POS data to develop a next-generation data marketing business. The companies also aim to cross-sell to each other's customer bases and expand their business areas.
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.