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M&A and Subsidiary Changes5871SOLIZE Holdings CorporationInformation and Communications, Services and Others

SOLIZE Ureka Technology Co., Ltd. Acquires All Shares of 株式会社ベンジャミン, Making It a Subsidiary

SOLIZE Ureka Technology株式会社 has decided to acquire all shares of 株式会社ベンジャミン, a cloud and AI systems development company, making it a subsidiary. The share transfer is scheduled to be completed on 1 December 2026.

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This transaction

Making 株式会社ベンジャミン a subsidiary through the acquisition of all shares
Disclosing companySOLIZE Holdings Corporation
ベンジャミン Co., Ltd.Subject of this transactionNumber of shares acquired All shares (the specific number of shares and voting rights is not disclosed)Voting rights ownership percentage After Acquisition of all shares (the percentage of voting rights held is not disclosed) (before not disclosed)
Execution Date / Effective Date1 December 2026 (scheduled)
Target company

Engineering services provided as an AWS Advanced Tier Services Partner, including AWS implementation support; cloud infrastructure development and optimisation; generative AI implementation support; Salesforce implementation support and development; and contract-based systems development, operations and maintenance

Location Chuo-ku, TokyoShare capital ¥3.58 millionDate of incorporation June 2017
Procedures and assumptions
Management structure after acquisitionThe two companies will combine their customer bases, technologies, personnel, and development and operational expertise. It is stated that the companies will create an environment in which their engineers can contribute their respective knowledge, learn from each other and take on challenges.
This transaction
ItemDetails
Transaction nameMaking 株式会社ベンジャミン a subsidiary through the acquisition of all shares
Name of the Subject Companyベンジャミン Co., Ltd.
Business Description of the Subject CompanyEngineering services provided as an AWS Advanced Tier Services Partner, including AWS implementation support; cloud infrastructure development and optimisation; generative AI implementation support; Salesforce implementation support and development; and contract-based systems development, operations and maintenance
Location of the Subject CompanyChuo-ku, Tokyo
Capital Stock of the Subject Company¥3.58 million
Date of Establishment of the Subject CompanyJune 2017
Number of shares acquiredAll shares (the specific number of shares and voting rights is not disclosed)
Voting rights ownership percentageAfter Acquisition of all shares (the percentage of voting rights held is not disclosed) (before not disclosed)
Execution Date / Effective Date1 December 2026 (scheduled)
Management structure after acquisitionThe two companies will combine their customer bases, technologies, personnel, and development and operational expertise. It is stated that the companies will create an environment in which their engineers can contribute their respective knowledge, learn from each other and take on challenges.
Items this document does not state (22)
Counterparty nameNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The aim is to strengthen an integrated support structure covering everything from planning through implementation and operations in the manufacturing, AI and cloud sectors by combining SOLIZE Ureka Technology's expertise in transforming business and development processes in the manufacturing industry, applying AI and supporting SDV development with ベンジャミン's capabilities in cloud architecture, development and operations, centred on AWS.

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SOLIZE Ureka Technology Co., Ltd. Acquires All Shares of 株式会社ベンジャミン, Making It a Subsidiary | SOLIZE Holdings Corporation (5871) timely disclosure | Komori