Acquisition of Shares in LUCE Co., Ltd. to Make It a Subsidiary and Loan Agreement with Financial Covenants
TECHNOLOGIES,Inc. (acquiring company and borrower), LUCE Co., Ltd. (company whose shares are being acquired)
B2B auction system, AI appraisal system, product management system, and reuse business involving luxury watches, branded goods and other products
To combine TECHNOLOGIES,Inc.’s expertise in systems development, AI and SaaS operations with LUCE’s expertise in the reuse business, thereby promoting digital transformation, improving operating efficiency, expanding sales channels and increasing earnings power
Fiscal year ending January 2027 (consolidation scheduled to begin on 1 August 2026)
The impact on consolidated results for the fiscal year ending January 2027 is currently under review. The company will promptly disclose any matters requiring disclosure in the future.
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
0 shares (number of voting rights: 0; voting rights ownership ratio: 0%)
255 shares (number of voting rights: 255; voting rights ownership ratio: 51%)
Company response
Financial due diligence by external experts and a share valuation by an independent third party were conducted.
LUCE is scheduled to be consolidated from 1 August 2026. The company will work to leverage sales channels targeting high-net-worth individuals, expand sales of high-priced products, develop sales channels through new store openings, improve operating efficiency using its systems development capabilities, and enhance management controls. The company is currently reviewing whether goodwill will arise and the impact on consolidated results for the fiscal year ending January 2027.
The Company will promptly disclose any matters that require disclosure in the future.
| Item | Details |
|---|---|
| Event name | Acquisition of Shares in LUCE Co., Ltd. to Make It a Subsidiary and Loan Agreement with Financial Covenants |
| Date of occurrence | 29 July 2026 (the date of the board resolution and the execution dates of the share transfer agreement and loan agreement; the share transfer and loan drawdown are scheduled for 1 August 2026) |
| Subject Entity | TECHNOLOGIES,Inc. (acquiring company and borrower), LUCE Co., Ltd. (company whose shares are being acquired) |
| Target Locations / Products | B2B auction system, AI appraisal system, product management system, and reuse business involving luxury watches, branded goods and other products |
| Cause | To combine TECHNOLOGIES,Inc.’s expertise in systems development, AI and SaaS operations with LUCE’s expertise in the reuse business, thereby promoting digital transformation, improving operating efficiency, expanding sales channels and increasing earnings power |
| Accounting period in which recognized | Fiscal year ending January 2027 (consolidation scheduled to begin on 1 August 2026) |
| Impact on Earnings Forecast | The impact on consolidated results for the fiscal year ending January 2027 is currently under review. The company will promptly disclose any matters requiring disclosure in the future. |
| Investigation structure | Financial due diligence by external experts and a share valuation by an independent third party were conducted. |
| Voting rights ownership percentage before the change | 0 shares (number of voting rights: 0; voting rights ownership ratio: 0%) |
| Voting rights ownership percentage after the change | 255 shares (number of voting rights: 255; voting rights ownership ratio: 51%) |
| Outlook | LUCE is scheduled to be consolidated from 1 August 2026. The company will work to leverage sales channels targeting high-net-worth individuals, expand sales of high-priced products, develop sales channels through new store openings, improve operating efficiency using its systems development capabilities, and enhance management controls. The company is currently reviewing whether goodwill will arise and the impact on consolidated results for the fiscal year ending January 2027. |
| Planned follow-up disclosure | The Company will promptly disclose any matters that require disclosure in the future. |
Items this document does not state (13)
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 companies will combine LUCE’s reuse business, auction system and AI technology with TECHNOLOGIES,Inc.’s expertise in systems development, AI and SaaS to improve operating efficiency and management controls and expand sales channels. The company expects this to result in higher revenue and profits across the group and an increase in corporate value.