Komori
M&A and Subsidiary Changes3839ODK Solutions Company,Ltd.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in 株式会社ミガロ by a Consolidated Subsidiary (Making It a Sub-subsidiary)

エフプラス, a consolidated subsidiary, acquired all 400 shares of 株式会社ミガロ from Joko Masataka (上甲將隆) and Joko Hatsuko (上甲ハツ子), making ミガロ a wholly owned subsidiary. As a result, ミガロ became a sub-subsidiary of ODKソリューションズ.

Worth reading
54Recurring
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
400
Shares
Wording
Conditional
How definitive the wording is.

This transaction

This share acquisition
CounterpartyJoko Masataka (上甲將隆), Joko Hatsuko (上甲ハツ子)
Disclosing companyODK Solutions Company,Ltd.
株式会社ミガロVoting rights ownership percentageNumber of shares acquired 400 shares (400 voting rights)

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

Sales of development tools and contract development of business applications

Location Naniwa-ku, Osaka, Osaka PrefectureShare capital ¥20 millionDate of incorporation November 1991
Net Sales¥304 million (fiscal year ended December 2025)
Operating profit¥15 million (fiscal year ended December 2025)
Net income for the current fiscal year¥12 million (fiscal year ended December 2025)
Net assets¥142 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceNot disclosed due to the counterparty's wishes and the confidentiality agreement between the parties
Impact on Business Performance

The amount of the impact on results for the current fiscal year is currently under review

Procedures and assumptions
Valuation methodologyValuation of the share value by an independent third-party valuation institution
This transaction
ItemDetails
Transaction nameThis share acquisition
Counterparty nameJoko Masataka (上甲將隆), Joko Hatsuko (上甲ハツ子)
Name of the Subject Company株式会社ミガロ
Business Description of the Subject CompanySales of development tools and contract development of business applications
Location of the Subject CompanyNaniwa-ku, Osaka, Osaka Prefecture
Capital Stock of the Subject Company¥20 million
Date of Establishment of the Subject CompanyNovember 1991
Net Sales of the Subject Company¥304 million (fiscal year ended December 2025)
Operating Profit of the Subject Company¥15 million (fiscal year ended December 2025)
Net Income of the Subject Company¥12 million (fiscal year ended December 2025)
Net Assets of the Subject Company¥142 million (fiscal year ended December 2025)
Acquisition priceNot disclosed due to the counterparty's wishes and the confidentiality agreement between the parties
Number of shares acquired400 shares (400 voting rights)
Voting rights ownership percentageBefore 0% → after 100.0%
Impact on Business PerformanceThe amount of the impact on results for the current fiscal year is currently under review
Date of board resolution29 September 2026
Contract Date30 September 2026
Execution Date / Effective Date19 October 2026
Valuation methodologyValuation of the share value by an independent third-party valuation institution
Items this document does not state (13)
Expenses other than the acquisition priceType of ConsiderationMerger 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.

To combine エフプラス's technical capabilities and operational expertise with ミガロ's expertise and customer base in the IBM i sector, develop industry-specific IBM i solutions and establish a competitive advantage.

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 株式会社ミガロ by a Consolidated Subsidiary (Making It a Sub-subsidiary) | ODK Solutions Company,Ltd. (3839) timely disclosure | Komori