This transaction
Acquisition of shares (conversion into a consolidated subsidiary)The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
1. Agency, management, casting and promotion of talents, musicians, influencers, directors, screenwriters, actors, cultural figures and others 2. Planning, production, operation and consulting for websites 3. Advertising, mail-order sales and information services using the internet, mobile information devices and other means 4. Manufacture, wholesale, sale and consulting relating to apparel brands 5. All businesses incidental or related to the preceding items
The impact of this transaction on the Company's consolidated results for the fiscal year ending February 2027 is expected to be immaterial.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares (conversion into a consolidated subsidiary) |
| Counterparty name | Narumi Sho (鳴海 翔) |
| Name of the Subject Company | 株式会社 AILES |
| Business Description of the Subject Company | 1. Agency, management, casting and promotion of talents, musicians, influencers, directors, screenwriters, actors, cultural figures and others 2. Planning, production, operation and consulting for websites 3. Advertising, mail-order sales and information services using the internet, mobile information devices and other means 4. Manufacture, wholesale, sale and consulting relating to apparel brands 5. All businesses incidental or related to the preceding items |
| Location of the Subject Company | Shinjuku-ku, Tokyo |
| Capital Stock of the Subject Company | ¥2 million |
| Date of Establishment of the Subject Company | 9 October 2018 |
| Net Sales of the Subject Company | ¥857 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | ¥184 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | ¥123 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | ¥324 million (fiscal year ended September 2025) |
| Acquisition price | ¥1,250 million |
| Expenses other than the acquisition price | Advisory fees and other costs (approximate amount): ¥60 million |
| Type of Consideration | Cash |
| Number of shares acquired | 200 shares (number of voting rights: 200) |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Impact on Business Performance | The impact of this transaction on the Company's consolidated results for the fiscal year ending February 2027 is expected to be immaterial. |
| Date of board resolution | 21 April 2026 |
| Contract Date | 21 April 2026 |
| Execution Date / Effective Date | 30 April 2026 (予定) |
| Valuation methodology | Determined following accounting, tax and legal due diligence by a third-party institution and discussions with the seller |
Items this document does not state (11)
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.To vertically integrate AILES's expertise in developing influencers and creators and the talent it has developed, thereby establishing a system for the agile allocation and supply of high-quality talent to PR and short-form video projects. The aim is to expand the SNS marketing business and maximize marketing effectiveness for clients.