Worth reading
58In 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
1812
Million yen (estimate)Wording
Definitive
How definitive the wording is.This transaction
The transaction (the incorporation-type company split and the investment)CounterpartySompo Holdings,Inc.
Disclosing companySpeee,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.White points represent dates designated as scheduled dates in the document.
Target company
Business providing digital transformation support in the home renovation and repair sectors
Location Minato-ku, TokyoShare capital ¥100 million (at establishment); ¥1,006 million (after this investment; forecast)Date of incorporation 1 August 2026 (scheduled)
Net SalesOrdinary revenue: ¥5,453,769 million (fiscal year ended March 2025)
Net income for the current fiscal yearNet income attributable to owners of the parent: ¥422,927 million (fiscal year ended March 2025)
Net assetsNet assets: ¥2,865,132 million (fiscal year ended March 2025)
Consideration and expenses
Acquisition priceTotal issue price (approximate figure): ¥1,812 million (予定)
Type of ConsiderationCash (subscription and payment by Sompo Holdings,Inc. for the third-party allotment)
Funding arrangementsThe newly established subsidiary will raise the funds through a third-party allotment and plans to apply them toward the growth of its business.
Impact on Business Performance
The impact on consolidated earnings is minor.
Procedures and assumptions
Valuation methodologyThe parties will consult with one another, taking comprehensive account of the assets and liabilities of the business to be transferred, the future business plan, the ownership ratio following the third-party allotment and other factors.
Conditions Precedent to ExecutionAs the requirements for a simplified incorporation-type company split will be met, the transaction will be carried out without obtaining approval at a shareholders' meeting.
Management structure after acquisitionThe trade name, location and representative director are予定 to remain those of 株式会社ＲｅＦａｃｔ. The board of directors is予定 to comprise 2 directors from the Company and 1 director from Sompo Holdings,Inc. The Company's employees primarily engaged in this business are予定 to continue working on the business at 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 | 株式会社ＲｅＦａｃｔ |
| 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 | ¥100 million (at establishment); ¥1,006 million (after this investment; forecast) |
| Date of Establishment of the Subject Company | 1 August 2026 (scheduled) |
| Net Sales of the Subject Company | Ordinary revenue: ¥5,453,769 million (fiscal year ended March 2025) |
| Net Income of the Subject Company | Net income attributable to owners of the parent: ¥422,927 million (fiscal year ended March 2025) |
| Net Assets of the Subject Company | Net assets: ¥2,865,132 million (fiscal year ended March 2025) |
| Acquisition price | Total issue price (approximate figure): ¥1,812 million (予定) |
| Type of Consideration | Cash (subscription and payment by Sompo Holdings,Inc. for the third-party allotment) |
| Number of shares acquired | 6,473 shares (予定) |
| Voting rights ownership percentage | Before Company: 100% → after Company: 60.7% |
| Funding arrangements | The newly established subsidiary will raise the funds through a third-party allotment and plans to apply them toward the growth of its business. |
| Impact on Business Performance | The impact on consolidated earnings is minor. |
| Date of board resolution | 30 June 2026 |
| Contract Date | 30 June 2026 |
| Execution Date / Effective Date | The effective date of this incorporation-type company split is 1 August 2026 (予定), and the payment date for this investment is September 2026 (予定). |
| Valuation methodology | The parties will consult with one another, taking comprehensive account of the assets and liabilities of the business to be transferred, the future business plan, the ownership ratio following the third-party allotment and other factors. |
| Conditions Precedent to Execution | As the requirements for a simplified incorporation-type company split will be met, the transaction will be carried out without obtaining approval at a shareholders' meeting. |
| Management structure after acquisition | The trade name, location and representative director are予定 to remain those of 株式会社ＲｅＦａｃｔ. The board of directors is予定 to comprise 2 directors from the Company and 1 director from Sompo Holdings,Inc. The Company's employees primarily engaged in this business are予定 to continue working on the business at the company. |
Items this document does not state (10)
Operating Profit of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Independent 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.To leverage the Company's service development expertise and broad network of member companies together with Sompo Holdings,Inc.'s customer base, with the aim of reducing the burden on policyholders in the event of a disaster in the remodeling and repair sector and promoting the sound development of the remodeling industry.
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