Komori
Occurring Fact4192SpiderPlus & Co.Information and Communications, Services and Others

Notice Regarding the Execution of a Capital and Business Alliance Agreement with Infomart Corporation, a Secondary Offering of Shares by the Representative Director, and a Change in the Controlling Shareholder

SpiderPlus & Co. entered into a capital and business alliance agreement with Infomart Corporation and will pursue service integration and joint development. In connection with this, 1.8 million shares of SpiderPlus & Co. held by its Representative Director and President, Ito Kenji (伊藤謙自), will be transferred to Infomart Corporation, and the controlling shareholder is scheduled to change on 29 May 2026.

Worth reading
55In focus
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
1800000
shares (voting rights ownership ratio: 5.07%)
Wording
Conditional
How definitive the wording is.

Execution of a Capital and Business Alliance Agreement with Infomart Corporation, Sale of Shares by the Representative Director, and Change in Controlling Shareholder

Subject Entity

SpiderPlus & Co., Infomart Corporation, and Ito Kenji (伊藤謙自), Representative Director and President of SpiderPlus & Co. and its largest shareholder

Target Locations / Products

SPIDER+, BtoB Platform TRADE, and Infomart Corporation's construction business

Occurrence27 May 2026 (date of the Board of Directors' resolution and execution of the capital and business alliance agreement and share transfer agreement); 29 May 2026 (scheduled date of the share transfer and change in controlling shareholder)
This disclosure05/27/2026
Cause

A strategic investment to strongly accelerate the launch of Infomart Corporation's construction business and establish it as a core business. The companies will promote operational efficiency across the construction industry, from construction sites to back-office operations, by integrating their services.

Amount of Impact on Business Performance

The specific impact on the results forecast for the fiscal year ending December 2026 is expected to be immaterial (no specific amount disclosed).

Accounting period in which recognized

Fiscal year ending December 2026

Impact on Earnings Forecast

The specific impact on the results forecast for the fiscal year ending December 2026 is expected to be immaterial.

Change in voting rights ownership ratio

Shareholders Covered52.92%→47.85%(-5.07pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

187,818 voting rights (18,781,800 shares), 52.92% (as of 31 December 2025)

Voting rights ownership percentage after the change

169,818 voting rights (16,981,800 shares), 47.85% (scheduled for 29 May 2026)

Related procedures

Type

Share sale procedure involving the filing of a securities notification under the Financial Instruments and Exchange Act

Outlook

The companies will discuss and consider cross-selling of their services, data integration and functional integration, joint development, and the creation of new businesses. Over the medium term, they aim to improve service value and profitability through synergies.

Planned follow-up disclosure

If any matter requiring disclosure arises, it will be disclosed promptly.

Event that occurred
ItemDetails
Event nameExecution of a Capital and Business Alliance Agreement with Infomart Corporation, Sale of Shares by the Representative Director, and Change in Controlling Shareholder
Date of occurrence27 May 2026 (date of the Board of Directors' resolution and execution of the capital and business alliance agreement and share transfer agreement); 29 May 2026 (scheduled date of the share transfer and change in controlling shareholder)
Subject EntitySpiderPlus & Co., Infomart Corporation, and Ito Kenji (伊藤謙自), Representative Director and President of SpiderPlus & Co. and its largest shareholder
Target Locations / ProductsSPIDER+, BtoB Platform TRADE, and Infomart Corporation's construction business
CauseA strategic investment to strongly accelerate the launch of Infomart Corporation's construction business and establish it as a core business. The companies will promote operational efficiency across the construction industry, from construction sites to back-office operations, by integrating their services.
Amount of Impact on Business PerformanceThe specific impact on the results forecast for the fiscal year ending December 2026 is expected to be immaterial (no specific amount disclosed).
Accounting period in which recognizedFiscal year ending December 2026
Impact on Earnings ForecastThe specific impact on the results forecast for the fiscal year ending December 2026 is expected to be immaterial.
Type of litigation or proceedingShare sale procedure involving the filing of a securities notification under the Financial Instruments and Exchange Act
Voting rights ownership percentage before the change187,818 voting rights (18,781,800 shares), 52.92% (as of 31 December 2025)
Voting rights ownership percentage after the change169,818 voting rights (16,981,800 shares), 47.85% (scheduled for 29 May 2026)
OutlookThe companies will discuss and consider cross-selling of their services, data integration and functional integration, joint development, and the creation of new businesses. Over the medium term, they aim to improve service value and profitability through synergies.
Planned follow-up disclosureIf any matter requiring disclosure arises, it will be disclosed promptly.
Items this document does not state (12)
Date recognized / date notice receivedCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liability

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.

This is a strategic investment to accelerate the launch of Infomart Corporation's construction business and establish it as a core business, while the integration of the two companies' services will promote greater efficiency across the construction industry, from construction sites to back-office operations. Over the medium term, the companies expect synergies to contribute to higher service value and profitability.

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 Execution of a Capital and Business Alliance Agreement with Infomart Corporation, a Secondary Offering of Shares by the Representative Director, and a Change in the Controlling Shareholder | SpiderPlus & Co. (4192) timely disclosure | Komori