Komori
M&A and Subsidiary Changes4264SECURE,INC.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in Tescom Japan Co., Ltd. (Making It a Subsidiary)

セキュア will acquire all 1,000 shares of 株式会社テスコムジャパン for ¥570 million and make it a wholly owned subsidiary on 1 July 2026 (scheduled). The estimated total amount, including ¥41 million in advisory fees and other expenses, is approximately ¥611 million.

Worth reading
57In 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
611
¥ million (approximate total amount)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of shares in 株式会社テスコムジャパン (making it a subsidiary)
Counterparty2 individual shareholders (details not disclosed)
Disclosing companySECURE,INC.
株式会社テスコムジャパンVoting rights ownership percentageNumber of shares acquired 1,000 shares (number of voting rights: 1,000)

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

Manufacture and sale of CCTV equipment, security equipment and electronic equipment; electronic circuit design, mechanical design, various mold design, printed circuit board assembly and other assembly

Location Yamashina-ku, Kyoto, Kyoto PrefectureShare capital ¥50 millionDate of incorporation 22 August 2000
Net Sales¥692 million (fiscal year ended March 2026)
Operating profit¥65 million (fiscal year ended March 2026)
Net income for the current fiscal year¥48 million (fiscal year ended March 2026)
Net assets¥442 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition price¥570 million
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥41 million
Type of ConsiderationCash
Impact on Business Performance

The impact on results for the fiscal year ending December 2026 is currently under review. If any matter requiring disclosure arises, it will be disclosed promptly.

This transaction
ItemDetails
Transaction nameAcquisition of shares in 株式会社テスコムジャパン (making it a subsidiary)
Counterparty name2 individual shareholders (details not disclosed)
Name of the Subject Company株式会社テスコムジャパン
Business Description of the Subject CompanyManufacture and sale of CCTV equipment, security equipment and electronic equipment; electronic circuit design, mechanical design, various mold design, printed circuit board assembly and other assembly
Location of the Subject CompanyYamashina-ku, Kyoto, Kyoto Prefecture
Capital Stock of the Subject Company¥50 million
Date of Establishment of the Subject Company22 August 2000
Net Sales of the Subject Company¥692 million (fiscal year ended March 2026)
Operating Profit of the Subject Company¥65 million (fiscal year ended March 2026)
Net Income of the Subject Company¥48 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥442 million (fiscal year ended March 2026)
Acquisition price¥570 million
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥41 million
Type of ConsiderationCash
Number of shares acquired1,000 shares (number of voting rights: 1,000)
Voting rights ownership percentageBefore 0.0% → after 100.0%
Impact on Business PerformanceThe impact on results for the fiscal year ending December 2026 is currently under review. If any matter requiring disclosure arises, it will be disclosed promptly.
Date of board resolution16 June 2026
Contract Date16 June 2026
Execution Date / Effective Date1 July 2026 (scheduled)
Items this document does not state (12)
Merger 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 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 bring 株式会社テスコムジャパン’s advanced development and manufacturing technologies for security equipment into the group and combine them with セキュア’s sales channels and sales capabilities, thereby expanding its sales areas, strengthening its product offering by combining AI and payment capabilities with hardware, and bringing hardware design and development functions in-house.

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 Tescom Japan Co., Ltd. (Making It a Subsidiary) | SECURE,INC. (4264) timely disclosure | Komori