Worth reading
51Recurring
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
155000
Thousands of yen (total acquisition price and advisory fees and other costs)Wording
Conditional
How definitive the wording is.This transaction
Share acquisition (making the company a wholly owned subsidiary)CounterpartyKakuma Minoru (角間 実), Harada Mao (原田 真緒), Nakanishi Kensuke (中西 健輔)
Disclosing companyAppirits Inc.
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
Contract development and operation and maintenance of e-commerce sites using Shopify, and direct-to-consumer support
Location Shinjuku-ku, TokyoShare capital ¥4 millionDate of incorporation 19 January 2004
Net Sales¥269.861 million (fiscal year ended March 2025)
Operating profit¥17.973 million (fiscal year ended March 2025)
Net income for the current fiscal year¥20.422 million (fiscal year ended March 2025)
Net assets¥9.897 million (fiscal year ended March 2025)
Consideration and expenses
Acquisition priceShares in 株式会社フルバランス: ¥125 million
Expenses other than the acquisition priceAdvisory fees and other costs (estimated): ¥30 million
Impact on Business Performance
The earnings and losses of 株式会社フルバランス are scheduled to be included in the company's consolidated financial results from the third quarter of the fiscal year ending January 2027. The impact on the company's consolidated results for the fiscal year ending January 2027 is expected to be immaterial.
Procedures and assumptions
Management structure after acquisitionAfter 株式会社フルバランス becomes a wholly owned subsidiary, its representative director will continue to be involved in the company's management.
| Item | Details |
|---|---|
| Transaction name | Share acquisition (making the company a wholly owned subsidiary) |
| Counterparty name | Kakuma Minoru (角間 実), Harada Mao (原田 真緒), Nakanishi Kensuke (中西 健輔) |
| Name of the Subject Company | 株式会社フルバランス |
| Business Description of the Subject Company | Contract development and operation and maintenance of e-commerce sites using Shopify, and direct-to-consumer support |
| Location of the Subject Company | Shinjuku-ku, Tokyo |
| Capital Stock of the Subject Company | ¥4 million |
| Date of Establishment of the Subject Company | 19 January 2004 |
| Net Sales of the Subject Company | ¥269.861 million (fiscal year ended March 2025) |
| Operating Profit of the Subject Company | ¥17.973 million (fiscal year ended March 2025) |
| Net Income of the Subject Company | ¥20.422 million (fiscal year ended March 2025) |
| Net Assets of the Subject Company | ¥9.897 million (fiscal year ended March 2025) |
| Acquisition price | Shares in 株式会社フルバランス: ¥125 million |
| Expenses other than the acquisition price | Advisory fees and other costs (estimated): ¥30 million |
| Number of shares acquired | 80 shares (number of voting rights not stated) |
| Voting rights ownership percentage | Before 0.0％ → after 100.0％ |
| Impact on Business Performance | The earnings and losses of 株式会社フルバランス are scheduled to be included in the company's consolidated financial results from the third quarter of the fiscal year ending January 2027. The impact on the company's consolidated results for the fiscal year ending January 2027 is expected to be immaterial. |
| Date of board resolution | 29 June 2026 |
| Contract Date | 30 June 2026 |
| Execution Date / Effective Date | 1 July 2026 |
| Management structure after acquisition | After 株式会社フルバランス becomes a wholly owned subsidiary, its representative director will continue to be involved in the company's management. |
Items this document does not state (12)
Type of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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.To incorporate 株式会社フルバランス's e-commerce support capabilities, customer base in the fan engagement and campaign e-commerce sectors, and highly specialized personnel, thereby creating synergies with アピリッツ's existing businesses and expanding its operations.
How to read this page
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