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
329900
Thousand yen (total acquisition price, approximate amount)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryDisclosing companyVALTES HOLDINGS CO.,LTD.
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
SES business
Location Toshima-ku, TokyoShare capital ¥10 millionDate of incorporation 24 June 1999
Net Sales¥610.552 million (fiscal year ended November 2025)
Operating profit¥13.104 million (fiscal year ended November 2025)
Net income for the current fiscal year¥13.185 million (fiscal year ended November 2025)
Net assets¥130.127 million (fiscal year ended November 2025)
Consideration and expenses
Acquisition priceOPTIM CORPORATION common shares: ¥300 million
Expenses other than the acquisition priceAdvisory fees and other costs (approximate amount): ¥29.9 million
Impact on Business Performance
The impact on our group's consolidated results for the fiscal year ending March 2027 is currently under review.
Procedures and assumptions
Valuation methodologyTo be determined after comprehensive consideration of the results of accounting, tax and legal due diligence by third-party institutions, in consultation with OPTiM CORPORATION's shareholders.
Management structure after acquisitionOPTiM CORPORATION is scheduled to be included in our group's consolidated financial statements from August 2026. The corporate name, representative and treatment of employees are Not disclosed.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Name of the Subject Company | OPTiM CORPORATION |
| Business Description of the Subject Company | SES business |
| Location of the Subject Company | Toshima-ku, Tokyo |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 24 June 1999 |
| Net Sales of the Subject Company | ¥610.552 million (fiscal year ended November 2025) |
| Operating Profit of the Subject Company | ¥13.104 million (fiscal year ended November 2025) |
| Net Income of the Subject Company | ¥13.185 million (fiscal year ended November 2025) |
| Net Assets of the Subject Company | ¥130.127 million (fiscal year ended November 2025) |
| Acquisition price | OPTIM CORPORATION common shares: ¥300 million |
| Expenses other than the acquisition price | Advisory fees and other costs (approximate amount): ¥29.9 million |
| Number of shares acquired | 200 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | Before 0％ → after 100％ |
| Impact on Business Performance | The impact on our group's consolidated results for the fiscal year ending March 2027 is currently under review. |
| Date of board resolution | 25 September 2026 |
| Contract Date | 25 September 2026 |
| Execution Date / Effective Date | 30 September 2026 (scheduled) |
| Valuation methodology | To be determined after comprehensive consideration of the results of accounting, tax and legal due diligence by third-party institutions, in consultation with OPTiM CORPORATION's shareholders. |
| Management structure after acquisition | OPTiM CORPORATION is scheduled to be included in our group's consolidated financial statements from August 2026. The corporate name, representative and treatment of employees are Not disclosed. |
Items this document does not state (12)
Counterparty nameType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent 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.The transaction will combine OPTiM CORPORATION's customer base, system development expertise and IT personnel resources with our group's expertise in quality improvement support and quality consulting to expand the scope of services, business platform and revenue opportunities. Synergies are also expected through cross-selling, enhanced ability to handle large-scale projects, and personnel recruitment and development.
How to read this page
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