Worth reading
57In 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
208
¥ million (approximate total acquisition price)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares (making the company an indirect subsidiary)CounterpartyUwai Yuji (上井 雄司)
Disclosing companyScala,Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Date of board resolution1 July 2026
Contract Date1 July 2026
Execution Date / Effective Date1 July 2026
Target company
Operation of the trading card shop "Trading Card Sunrise" Planning and operation of trading card game events
Location Naniwa-ku, Osaka CityShare capital ¥1 millionDate of incorporation 27 December 2021
Net Sales¥625 million (fiscal year ended June 2025)
Operating profit¥2 million (fiscal year ended June 2025)
Net income for the current fiscal year¥5 million (fiscal year ended June 2025)
Net assets¥22 million (fiscal year ended June 2025)
Consideration and expenses
Acquisition priceCommon shares of HATO Co., Ltd.: ¥185 million
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥23 million
Impact on Business Performance
The impact on consolidated results for the current fiscal year is currently under review. If any matters requiring disclosure arise, they will be disclosed promptly.
Procedures and assumptions
Valuation methodologyThe acquisition price was determined through negotiations with the counterparty based on the target company's past performance, current financial condition and future management plans, as well as financial and tax due diligence and legal due diligence conducted by external organizations.
Management structure after acquisitionHATO will become a sub-subsidiary of our company. Specific details regarding the corporate name, representative and treatment of employees are Not disclosed.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares (making the company an indirect subsidiary) |
| Counterparty name | Uwai Yuji (上井 雄司) |
| Name of the Subject Company | HATO Co., Ltd. |
| Business Description of the Subject Company | Operation of the trading card shop "Trading Card Sunrise" Planning and operation of trading card game events |
| Location of the Subject Company | Naniwa-ku, Osaka City |
| Capital Stock of the Subject Company | ¥1 million |
| Date of Establishment of the Subject Company | 27 December 2021 |
| Net Sales of the Subject Company | ¥625 million (fiscal year ended June 2025) |
| Operating Profit of the Subject Company | ¥2 million (fiscal year ended June 2025) |
| Net Income of the Subject Company | ¥5 million (fiscal year ended June 2025) |
| Net Assets of the Subject Company | ¥22 million (fiscal year ended June 2025) |
| Acquisition price | Common shares of HATO Co., Ltd.: ¥185 million |
| Expenses other than the acquisition price | Advisory fees and other expenses (approximate amount): ¥23 million |
| Number of shares acquired | 100 shares (number of voting rights: 100) |
| Voting rights ownership percentage | Before 0% → after 100% |
| Impact on Business Performance | The impact on consolidated results for the current fiscal year is currently under review. If any matters requiring disclosure arise, they will be disclosed promptly. |
| Date of board resolution | 1 July 2026 |
| Contract Date | 1 July 2026 |
| Execution Date / Effective Date | 1 July 2026 |
| Valuation methodology | The acquisition price was determined through negotiations with the counterparty based on the target company's past performance, current financial condition and future management plans, as well as financial and tax due diligence and legal due diligence conducted by external organizations. |
| Management structure after acquisition | HATO will become a sub-subsidiary of our company. Specific details regarding the corporate name, representative and treatment of employees are Not disclosed. |
Items this document does not state (11)
Type of ConsiderationMerger 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 transaction is intended to create synergies by combining スカラプレイス's technology, product procurement capabilities and customer base developed through its e-commerce business with HATO's expertise in operating physical stores, on-the-ground capabilities and regional brand, including a full-scale entry into physical retail, productivity improvements through IT, accelerated store expansion and stronger organizational capabilities among the employees of both companies.
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.