This transaction
Acquisition of shares in this transactionThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Planning, development, manufacture, sale, repair and maintenance services, and consulting for electrical equipment including tablets, display devices and IoT modules, as well as planning, development, production, sale, repair and maintenance services for software and services
Currently under review. If the company decides to execute the definitive agreement, the acquisition terms are finalized, or an adjustment to the earnings forecast becomes necessary, it will disclose the information promptly.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares in this transaction |
| Counterparty name | 株式会社朝日信託, Ono Hisato (小野久人) |
| Name of the Subject Company | LIMNO Co., Ltd. |
| Business Description of the Subject Company | Planning, development, manufacture, sale, repair and maintenance services, and consulting for electrical equipment including tablets, display devices and IoT modules, as well as planning, development, production, sale, repair and maintenance services for software and services |
| Location of the Subject Company | Tottori City, Tottori Prefecture |
| Capital Stock of the Subject Company | ¥61 million |
| Date of Establishment of the Subject Company | 1 April 1996 |
| Net Sales of the Subject Company | ¥16,804 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | ¥435 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | ¥325 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | ¥1,474 million (fiscal year ended September 2025) |
| Acquisition price | ¥600 million (planned) |
| Expenses other than the acquisition price | Advisory fees and other costs: ¥0 |
| Type of Consideration | Cash |
| Number of shares acquired | 120,000 shares (number of voting rights: 120,000) |
| Voting rights ownership percentage | Before 0% → after 100% |
| Funding arrangements | The full amount is expected to be funded with internal funds |
| Impact on Business Performance | Currently under review. If the company decides to execute the definitive agreement, the acquisition terms are finalized, or an adjustment to the earnings forecast becomes necessary, it will disclose the information promptly. |
| Date of board resolution | 26 August 2026 |
| Contract Date | 26 August 2026 (date of execution of this basic agreement). The share transfer agreement is scheduled to be executed on 15 September 2026. |
| Execution Date / Effective Date | 1 October 2026 (scheduled) |
| Valuation methodology | The value of LIMNO's shares will be assessed by an independent third-party valuation institution. The Board of Directors is expected to comprehensively consider the valuation results, due diligence findings, financial position, business plan, future cash flows, market valuations of comparable companies and other relevant factors (the specific valuation method has not been disclosed). |
| Conditions Precedent to Execution | Legal, financial, tax, business and other due diligence, a share valuation by an independent third-party valuation institution, and execution of the definitive agreement. The schedule may change due to legally required procedures or other circumstances. |
| Management structure after acquisition | LIMNO is expected to be operated as a business company that is a wholly owned subsidiary of the company. The company plans to dispatch directors, other officers and necessary personnel to LIMNO and nominate a majority of LIMNO's directors, and will restructure its management team, including the dispatch of a representative director and president. LIMNO's Tokyo headquarters will be discontinued and its administrative functions consolidated at the company's headquarters, while the operational functions and personnel and know-how at its Tottori headquarters, including planning, development, manufacturing, manufacturing engineering and quality control, will be maintained and strengthened. A change to LIMNO's corporate name will be considered as necessary. |
Items this document does not state (8)
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.By combining LIMNO's planning, development and manufacturing base, technology, personnel and customer relationships in electrical equipment with トライアイズ' expertise in management, information technology and AI, the companies aim to generate business synergies, strengthen their business and earnings bases, and enhance corporate value over the medium to long term.