Worth reading
73In 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
3335
¥ million (estimated total acquisition price and related expenses)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryCounterpartyCounterparty: ウェルビーホールディングス株式会社
Disclosing companyAIAI Group Corporation
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.White points represent dates designated as scheduled dates in the document.
Target company
Operation of multifunctional facilities under the Child Welfare Act, including child development support facilities, after-school day service facilities and facilities providing support through visits to nursery schools and other facilities, as well as consultation support facilities (58 child development support and after-school day service locations)
Location Chuo-ku, TokyoShare capital ¥10 millionDate of incorporation 15 December 2025
Net Sales¥0 thousand (fiscal year ending March 2026)
Operating profitOperating loss of ¥462 thousand (fiscal year ending March 2026)
Net income for the current fiscal yearNet loss of ¥479 thousand (fiscal year ending March 2026)
Net assets¥9,521 thousand (fiscal year ending March 2026)
Consideration and expenses
Acquisition price¥3,250 million (common shares of ハビー株式会社)
Expenses other than the acquisition price¥85 million (estimated related expenses)
Type of ConsiderationCash
Funding arrangementsFunding is expected to be obtained through borrowings from financial institutions. The company is currently discussing terms and other matters with the financial institutions.
Impact on Business Performance
The impact on the earnings forecast for the fiscal year ending March 2027 is currently under review.
Procedures and assumptions
Management structure after acquisitionハビー株式会社 is expected to become a consolidated subsidiary of the company from the second quarter of the fiscal year ending March 2027. Changes to the corporate name, representative and treatment of employees: Not disclosed
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Counterparty name | Counterparty: ウェルビーホールディングス株式会社 |
| Name of the Subject Company | ハビー株式会社 |
| Business Description of the Subject Company | Operation of multifunctional facilities under the Child Welfare Act, including child development support facilities, after-school day service facilities and facilities providing support through visits to nursery schools and other facilities, as well as consultation support facilities (58 child development support and after-school day service locations) |
| Location of the Subject Company | Chuo-ku, Tokyo |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 15 December 2025 |
| Net Sales of the Subject Company | ¥0 thousand (fiscal year ending March 2026) |
| Operating Profit of the Subject Company | Operating loss of ¥462 thousand (fiscal year ending March 2026) |
| Net Income of the Subject Company | Net loss of ¥479 thousand (fiscal year ending March 2026) |
| Net Assets of the Subject Company | ¥9,521 thousand (fiscal year ending March 2026) |
| Acquisition price | ¥3,250 million (common shares of ハビー株式会社) |
| Expenses other than the acquisition price | ¥85 million (estimated related expenses) |
| Type of Consideration | Cash |
| Number of shares acquired | 200 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | Before 0％ → after 100％ |
| Funding arrangements | Funding is expected to be obtained through borrowings from financial institutions. The company is currently discussing terms and other matters with the financial institutions. |
| Impact on Business Performance | The impact on the earnings forecast for the fiscal year ending March 2027 is currently under review. |
| Date of board resolution | 24 July 2026 |
| Contract Date | 24 July 2026 |
| Execution Date / Effective Date | 1 September 2026 (予定) |
| Management structure after acquisition | ハビー株式会社 is expected to become a consolidated subsidiary of the company from the second quarter of the fiscal year ending March 2027. Changes to the corporate name, representative and treatment of employees: Not disclosed |
Items this document does not state (10)
Merger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent 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.To incorporate a nationwide network of developmental support facilities, specialized personnel, operating expertise and regional networks, and to promote coordination among childcare and developmental support facilities, the sharing of expertise through personnel exchanges, the enhancement of an integrated support system and greater efficiency and productivity in administrative functions.
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.