Worth reading
74In 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
242
¥ million (estimated total of the acquisition price, advisory fees and other expenses)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares in this transactionCounterpartySadoshima Ryuhei (佐渡島 隆平), Other sellers of the shares (names not disclosed)
Disclosing companySafie 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
Non-life and life insurance agency business Financial services business
Location Nishinomiya, Hyogo PrefectureShare capital ¥70,000,000Date of incorporation 18 May 1993
Net Sales¥239.238 million (fiscal year ended April 2026)
Operating profit¥30.940 million (fiscal year ended April 2026)
Net income for the current fiscal year¥34.082 million (fiscal year ended April 2026)
Net assets¥72.412 million (fiscal year ended April 2026)
Consideration and expenses
Acquisition price¥235 million for common shares of 佐渡島商事株式会社
Expenses other than the acquisition priceAdvisory fees and other expenses (estimated): ¥7 million
Impact on Business Performance
The impact on consolidated results for the full fiscal year ending December 2026 is expected to be immaterial. If it becomes clear that the transaction will have a material impact on future results, the Company will disclose this promptly.
Procedures and assumptions
Valuation methodologyShare valuation report for 佐渡島商事株式会社 prepared by an independent third-party valuation firm
Special CommitteeEstablished. Comprises 4 outside directors: 3 directors serving as Audit and Supervisory Committee members and 1 director who does not serve as an Audit and Supervisory Committee member.
Management structure after acquisition佐渡島商事株式会社 will become a consolidated subsidiary of Safie Inc. Changes to its corporate name, representative, and employee treatment have not been disclosed.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares in this transaction |
| Counterparty name | Sadoshima Ryuhei (佐渡島 隆平), Other sellers of the shares (names not disclosed) |
| Name of the Subject Company | 佐渡島商事株式会社 |
| Business Description of the Subject Company | Non-life and life insurance agency business Financial services business |
| Location of the Subject Company | Nishinomiya, Hyogo Prefecture |
| Capital Stock of the Subject Company | ¥70,000,000 |
| Date of Establishment of the Subject Company | 18 May 1993 |
| Net Sales of the Subject Company | ¥239.238 million (fiscal year ended April 2026) |
| Operating Profit of the Subject Company | ¥30.940 million (fiscal year ended April 2026) |
| Net Income of the Subject Company | ¥34.082 million (fiscal year ended April 2026) |
| Net Assets of the Subject Company | ¥72.412 million (fiscal year ended April 2026) |
| Acquisition price | ¥235 million for common shares of 佐渡島商事株式会社 |
| Expenses other than the acquisition price | Advisory fees and other expenses (estimated): ¥7 million |
| Number of shares acquired | 1,400 shares (number of voting rights: 1,400) |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Impact on Business Performance | The impact on consolidated results for the full fiscal year ending December 2026 is expected to be immaterial. If it becomes clear that the transaction will have a material impact on future results, the Company will disclose this promptly. |
| Date of board resolution | 28 August 2026 |
| Contract Date | 28 August 2026 |
| Execution Date / Effective Date | 1 October 2026 (scheduled) |
| Valuation methodology | Share valuation report for 佐渡島商事株式会社 prepared by an independent third-party valuation firm |
| Special Committee | Established. Comprises 4 outside directors: 3 directors serving as Audit and Supervisory Committee members and 1 director who does not serve as an Audit and Supervisory Committee member. |
| Management structure after acquisition | 佐渡島商事株式会社 will become a consolidated subsidiary of Safie Inc. Changes to its corporate name, representative, and employee treatment have not been disclosed. |
Items this document does not state (10)
Type of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent valuation institutionConditions 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.The objective is to incorporate 佐渡島商事株式会社’s insurance and risk management expertise and customer base and combine them with Safie’s “video × AI” technology, thereby expanding services covering the entire process from risk prediction and prevention through insurance coverage, developing new insurance products, and increasing the value provided and revenue opportunities per customer.
How to read this page
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