Worth reading
67In focus
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
226
Equivalent to ¥x hundred million (estimated amount)Wording
Conditional
How definitive the wording is.This transaction
This capital and business allianceCounterpartyNTT DOCOMO, INC.
Disclosing companyWOWOW 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.
Target company
Entertainment video content distribution business
Location Minato-ku, TokyoShare capital ¥100Date of incorporation 17 June 2026 (scheduled)
Net Sales¥20,703 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition priceEquivalent to ¥22.6 billion (estimated amount as of 15 June 2026; to be determined following a price adjustment and subject to change)
Type of ConsiderationShares (225,739,699 shares in the new company are scheduled to be delivered to NTT DOCOMO as consideration for the absorption-type company split)
Impact on Business Performance
The impact on the Company’s consolidated results for the fiscal year ending March 2027 is currently under review. The Company will promptly disclose any matters requiring disclosure in the future.
Procedures and assumptions
Valuation methodologyValuation of the business based on Lemino’s operating trends, the future growth potential of the business and synergies for the new company, together with discussions between the parties
Management structure after acquisitionThe new company is expected to become a joint venture owned 51% by WOWOW and 49% by NTT DOCOMO. The representative director will be 鈴木 聡, and WOWOW employees will concurrently serve as officers of the new company.
| Item | Details |
|---|---|
| Transaction name | This capital and business alliance |
| Counterparty name | NTT DOCOMO, INC. |
| Name of the Subject Company | WOWOW 共同事業準備株式会社 |
| Business Description of the Subject Company | Entertainment video content distribution business |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥100 |
| Date of Establishment of the Subject Company | 17 June 2026 (scheduled) |
| Net Sales of the Subject Company | ¥20,703 million (fiscal year ended March 2026) |
| Acquisition price | Equivalent to ¥22.6 billion (estimated amount as of 15 June 2026; to be determined following a price adjustment and subject to change) |
| Type of Consideration | Shares (225,739,699 shares in the new company are scheduled to be delivered to NTT DOCOMO as consideration for the absorption-type company split) |
| Number of shares acquired | 51% of the new company’s shares (the specific number of shares and voting rights is Not disclosed) |
| Voting rights ownership percentage | Before 100% (upon establishment) → after 51% (after completion of the share transfer) |
| Impact on Business Performance | The impact on the Company’s consolidated results for the fiscal year ending March 2027 is currently under review. The Company will promptly disclose any matters requiring disclosure in the future. |
| Date of board resolution | 15 June 2026 |
| Contract Date | 15 June 2026 (joint venture agreement, share transfer agreement and underwriting agreement) |
| Execution Date / Effective Date | 1 October 2026 (scheduled; the effective date of the company split and the completion date of the share transfer) |
| Valuation methodology | Valuation of the business based on Lemino’s operating trends, the future growth potential of the business and synergies for the new company, together with discussions between the parties |
| Management structure after acquisition | The new company is expected to become a joint venture owned 51% by WOWOW and 49% by NTT DOCOMO. The representative director will be 鈴木 聡, and WOWOW employees will concurrently serve as officers of the new company. |
Items this document does not state (14)
Operating 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)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 parties aim to combine WOWOW’s content production and development capabilities with NTT DOCOMO’s customer base, venues and other assets to expand content offerings, leverage intellectual property and broaden reach among customer segments, thereby establishing a position in the OTT market and creating intellectual property with global appeal.
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