Worth reading
57In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
104.6
¥ millionWording
Avoiding a definitive answer
How definitive the wording is.This transaction
Basic Agreement on Share TransferCounterpartySpecial-purpose company to be established by Hasegawa (長谷川氏)
Disclosing companyAI,Inc.
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company
Systems and software development
Location Shinjuku-ku, TokyoShare capital ¥25 millionDate of incorporation 12 February 2009
Net Sales¥88.385 million (fiscal year ended March 2026)
Operating profit¥24.887 million (fiscal year ended March 2026)
Net income for the current fiscal year¥21.742 million (fiscal year ended March 2026)
Net assets¥67.084 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition price¥104.6 million (transfer price)
Amount of extraordinary income (loss)¥64 million extraordinary gain (gain on sale of shares in an affiliate). The quarter in which it will be recognized is Not disclosed
Impact on Business Performance
The impact on consolidated and non-consolidated results has not been determined at this time and will be disclosed once finalized. If the transaction is completed as planned, the company expects to record a ¥64 million extraordinary gain, and expects スーパーワン to be excluded from the scope of consolidation from the third quarter onward.
Procedures and assumptions
Management structure after acquisitionThe shares are scheduled to be transferred to a special-purpose company to be established by Hasegawa (長谷川氏). The policy is to accelerate growth under more flexible and agile management decision-making, drawing on Hasegawa (長谷川氏)'s expertise in the digital textbook field. The corporate name and treatment of employees are Not disclosed
| Item | Details |
|---|---|
| Transaction name | Basic Agreement on Share Transfer |
| Counterparty name | Special-purpose company to be established by Hasegawa (長谷川氏) |
| Name of the Subject Company | 株式会社スーパーワン |
| Business Description of the Subject Company | Systems and software development |
| Location of the Subject Company | Shinjuku-ku, Tokyo |
| Capital Stock of the Subject Company | ¥25 million |
| Date of Establishment of the Subject Company | 12 February 2009 |
| Net Sales of the Subject Company | ¥88.385 million (fiscal year ended March 2026) |
| Operating Profit of the Subject Company | ¥24.887 million (fiscal year ended March 2026) |
| Net Income of the Subject Company | ¥21.742 million (fiscal year ended March 2026) |
| Net Assets of the Subject Company | ¥67.084 million (fiscal year ended March 2026) |
| Acquisition price | ¥104.6 million (transfer price) |
| Number of shares acquired | 740 shares (number of shares to be transferred; number of voting rights is Not disclosed) |
| Voting rights ownership percentage | Before 92.5％ → after -％ |
| Amount of extraordinary income (loss) | ¥64 million extraordinary gain (gain on sale of shares in an affiliate). The quarter in which it will be recognized is Not disclosed |
| Impact on Business Performance | The impact on consolidated and non-consolidated results has not been determined at this time and will be disclosed once finalized. If the transaction is completed as planned, the company expects to record a ¥64 million extraordinary gain, and expects スーパーワン to be excluded from the scope of consolidation from the third quarter onward. |
| Date of board resolution | 14 May 2026 |
| Contract Date | Mid-June 2026 (予定) |
| Execution Date / Effective Date | Late September 2026 (予定) |
| Management structure after acquisition | The shares are scheduled to be transferred to a special-purpose company to be established by Hasegawa (長谷川氏). The policy is to accelerate growth under more flexible and agile management decision-making, drawing on Hasegawa (長谷川氏)'s expertise in the digital textbook field. The corporate name and treatment of employees are Not disclosed |
Items this document does not state (12)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountValuation 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 concentrate limited management resources on its core businesses, the Voice Business and the CRM Business, and enhance corporate value over the medium to long term. In addition, with respect to スーパーワン, the company determined that the best course of action was to accelerate its growth under more flexible and agile management decision-making, drawing on the expertise of its representative director, Hasegawa (長谷川氏), in the digital textbook field.
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