Worth reading
59In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
—
Displayed only when the document provides numerical figures.Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
The transaction (the incorporation-type company split and the investment)CounterpartySompo Holdings,Inc.
Disclosing companySpeee,Inc.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Business providing digital transformation support in the home renovation and repair sectors
Location Minato-ku, TokyoShare capital To be determinedDate of incorporation During the second half of the fiscal year ending September 2026 (scheduled)
Consideration and expenses
Acquisition priceTo be determined (total estimated issue price)
Type of ConsiderationMixed consideration (in the incorporation-type company split, all common shares of the newly established subsidiary will be allotted and delivered to the Company; in the investment, the newly established subsidiary will issue new shares to Sompo Holdings,Inc., which will subscribe for and pay for them)
Impact on Business Performance
It is currently difficult to calculate the amount of the impact on consolidated results for the current fiscal year. The Company will promptly disclose the impact once it becomes possible to calculate an appropriate and reasonable figure. The impact on consolidated profit and loss is expected to be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionAs the incorporation-type company split satisfies the requirements for a simplified incorporation-type company split, it will be carried out without obtaining shareholder approval. The two companies plan to hold discussions toward execution of the definitive agreement.
Management structure after acquisitionThe new company's name and representative have not been determined. At the time of establishment, the Company will nominate directors from among its officers and employees, and after the investment, Sompo Holdings,Inc. is scheduled to nominate directors in accordance with its ownership percentage. Employees of the Company engaged in this business are scheduled to continue working on the business at the new company. After the joint venture begins operations, the new company is scheduled to outsource back-office services and other services to the Company.
| Item | Details |
|---|---|
| Transaction name | The transaction (the incorporation-type company split and the investment) |
| Counterparty name | Sompo Holdings,Inc. |
| Name of the Subject Company | To be determined (new subsidiary and joint venture company) |
| Business Description of the Subject Company | Business providing digital transformation support in the home renovation and repair sectors |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | To be determined |
| Date of Establishment of the Subject Company | During the second half of the fiscal year ending September 2026 (scheduled) |
| Acquisition price | To be determined (total estimated issue price) |
| Type of Consideration | Mixed consideration (in the incorporation-type company split, all common shares of the newly established subsidiary will be allotted and delivered to the Company; in the investment, the newly established subsidiary will issue new shares to Sompo Holdings,Inc., which will subscribe for and pay for them) |
| Number of shares acquired | To be determined (number of new shares to be issued); number of voting rights: Not disclosed |
| Voting rights ownership percentage | Before The Company: 100% → after The Company: to be determined; Sompo Holdings,Inc.: to be determined (the Company is scheduled to acquire a majority of the voting rights) |
| Impact on Business Performance | It is currently difficult to calculate the amount of the impact on consolidated results for the current fiscal year. The Company will promptly disclose the impact once it becomes possible to calculate an appropriate and reasonable figure. The impact on consolidated profit and loss is expected to be immaterial. |
| Date of board resolution | 31 March 2026 |
| Contract Date | 31 March 2026 (basic agreement). The definitive agreement is scheduled to be executed in May 2026. |
| Execution Date / Effective Date | Effective date of the incorporation-type company split and payment date for the investment: during the second half of the fiscal year ending September 2026 (scheduled) |
| Conditions Precedent to Execution | As the incorporation-type company split satisfies the requirements for a simplified incorporation-type company split, it will be carried out without obtaining shareholder approval. The two companies plan to hold discussions toward execution of the definitive agreement. |
| Management structure after acquisition | The new company's name and representative have not been determined. At the time of establishment, the Company will nominate directors from among its officers and employees, and after the investment, Sompo Holdings,Inc. is scheduled to nominate directors in accordance with its ownership percentage. Employees of the Company engaged in this business are scheduled to continue working on the business at the new company. After the joint venture begins operations, the new company is scheduled to outsource back-office services and other services to the Company. |
Items this document does not state (15)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee
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 purpose is to advance digital transformation in the home renovation and repair sectors by leveraging 株式会社Speee's service development expertise and broad network of affiliated companies, together with Sompo Holdings,Inc.'s customer base. The two companies state that they aim to reduce the burden on policyholders in the event of a disaster and support the sound development of the home renovation industry.
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.