Komori
M&A and Subsidiary Changes4840TriIs IncorporatedInformation and Communications, Services and Others

Notice Regarding the Acquisition of Shares in 株式会社LIMNO (Acquisition of Shares Involving a Change in Subsidiaries, etc., and a Change in a Specified Subsidiary) and the Execution of a Share Transfer Agreement

Following the basic agreement reached in August 2026, トライアイズ entered into an agreement with Ono Hisato (小野 久人) to acquire all of LIMNO's issued shares and decided to make LIMNO a wholly owned subsidiary. The effective date of the share transfer is scheduled for 1 October 2026.

Worth reading
69In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
600
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of shares in this transaction
CounterpartyOno Hisato (小野久人)
Disclosing companyTriIs Incorporated
LIMNO Co., Ltd.Voting rights ownership percentageNumber of shares acquired 120,000 shares (number of voting rights: 120,000)

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.
Consideration and expenses
Acquisition price¥600 million
Expenses other than the acquisition price¥0
Type of ConsiderationCash
Impact on Business Performance

Currently under review. If it becomes necessary to revise the earnings forecasts, the company will disclose the information promptly.

Procedures and assumptions
Valuation methodologyValuation of LIMNO's shares by a third-party valuation institution (specific valuation method: Not disclosed)
Shareholding before acquisition of target company shares0 shares (number of voting rights: 0; voting rights ownership ratio: 0%)
Shareholding after acquisition of target company shares120,000 shares (number of voting rights: 120,000; voting rights ownership ratio: 100%)
This transaction
ItemDetails
Transaction nameAcquisition of shares in this transaction
Counterparty nameOno Hisato (小野久人)
Name of the Subject CompanyLIMNO Co., Ltd.
Acquisition price¥600 million
Expenses other than the acquisition price¥0
Type of ConsiderationCash
Number of shares acquired120,000 shares (number of voting rights: 120,000)
Voting rights ownership percentageBefore 0% → after 100%
Impact on Business PerformanceCurrently under review. If it becomes necessary to revise the earnings forecasts, the company will disclose the information promptly.
Date of board resolution15 September 2026
Contract Date15 September 2026
Execution Date / Effective Date1 October 2026 (scheduled)
Valuation methodologyValuation of LIMNO's shares by a third-party valuation institution (specific valuation method: Not disclosed)
Shareholding before acquisition of target company shares0 shares (number of voting rights: 0; voting rights ownership ratio: 0%)
Shareholding after acquisition of target company shares120,000 shares (number of voting rights: 120,000; voting rights ownership ratio: 100%)
Items this document does not state (19)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyMerger 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 ExecutionManagement structure after acquisition

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 company explained that it determined the acquisition price after consulting and negotiating with the seller, based on the valuation of LIMNO's shares by a third-party valuation institution, legal and financial due diligence, and LIMNO's past operating results, financial position, business plan and future earnings outlook. The impact on consolidated operating results and financial position after the acquisition is currently under review.

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.
Notice Regarding the Acquisition of Shares in 株式会社LIMNO (Acquisition of Shares Involving a Change in Subsidiaries, etc., and a Change in a Specified Subsidiary) and the Execution of a Share Transfer Agreement | TriIs Incorporated (4840) timely disclosure | Komori