Worth reading
81Important
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
369
¥ million (estimated total including the acquisition price, advisory fees and other expenses)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryCounterpartyKatori Toru (香取 徹), Komori Keisuke (小森 敬介)
Disclosing companyPower Solutions,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
Business intelligence, application development, content distribution services, data science, and experience design
Location Chiyoda-ku, TokyoShare capital ¥55 millionDate of incorporation 20 September 1989
Net Sales¥896 million (fiscal year ended June 2025)
Operating profit¥77 million (fiscal year ended June 2025)
Net income for the current fiscal year-¥181 million (fiscal year ended June 2025)
Net assets¥80 million (fiscal year ended June 2025)
Consideration and expenses
Acquisition price¥365 million
Expenses other than the acquisition priceAdvisory fees and other expenses (estimated): ¥4 million
Type of ConsiderationCash
Impact on Business Performance
The impact on consolidated results for the fiscal year ending December 2026 is currently under review.
Procedures and assumptions
Valuation methodologyDue diligence was conducted by a third-party organization, and the price was determined through discussions with the seller based on an amount calculated using a fair method.
Management structure after acquisitionThe Company states that, across the entire group including アゼスト, it will promote coordination of various AI-enabled business infrastructure SaaS offerings and human resources, and the sharing of broad experience and know-how. Specific arrangements regarding the corporate name, representative, and treatment of employees are not disclosed.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Counterparty name | Katori Toru (香取 徹), Komori Keisuke (小森 敬介) |
| Name of the Subject Company | 株式会社アゼスト |
| Business Description of the Subject Company | Business intelligence, application development, content distribution services, data science, and experience design |
| Location of the Subject Company | Chiyoda-ku, Tokyo |
| Capital Stock of the Subject Company | ¥55 million |
| Date of Establishment of the Subject Company | 20 September 1989 |
| Net Sales of the Subject Company | ¥896 million (fiscal year ended June 2025) |
| Operating Profit of the Subject Company | ¥77 million (fiscal year ended June 2025) |
| Net Income of the Subject Company | -¥181 million (fiscal year ended June 2025) |
| Net Assets of the Subject Company | ¥80 million (fiscal year ended June 2025) |
| Acquisition price | ¥365 million |
| Expenses other than the acquisition price | Advisory fees and other expenses (estimated): ¥4 million |
| Type of Consideration | Cash |
| Number of shares acquired | 3,650 shares (number of voting rights: 3,650) |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Impact on Business Performance | The impact on consolidated results for the fiscal year ending December 2026 is currently under review. |
| Date of board resolution | 16 April 2026 |
| Contract Date | 16 April 2026 |
| Execution Date / Effective Date | 17 April 2026 |
| Valuation methodology | Due diligence was conducted by a third-party organization, and the price was determined through discussions with the seller based on an amount calculated using a fair method. |
| Management structure after acquisition | The Company states that, across the entire group including アゼスト, it will promote coordination of various AI-enabled business infrastructure SaaS offerings and human resources, and the sharing of broad experience and know-how. Specific arrangements regarding the corporate name, representative, and treatment of employees are not disclosed. |
Items this document does not state (10)
Merger 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.Under its medium-term management plan, the Company aims to expand the scope of its B2B IT services through M&A and alliances. By combining アゼスト's technology and track record in multi-cloud, data platforms, and the use of BI and AI with the services and human resources of the Company's group, the Company aims to increase the added value of its services, expand business with both companies' customers, and achieve sustainable growth.
How to read this page
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