Komori
M&A and Subsidiary Changes6557AIAI Group CorporationInformation and Communications, Services and Others

(Progress on Disclosed Matter) Notice of Completion of the Acquisition of Shares in Habii Co., Ltd.

AIAI Group acquired 200 shares in ハビー株式会社, making it a consolidated subsidiary wholly owned by AIAI Group. As a result, 株式会社アイリス and 株式会社ハピネスカムズ, which are subsidiaries of ハビー株式会社, also became consolidated subsidiaries, and the representative directors of all 3 companies changed.

Worth reading
76Important
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
3335
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of Shares in ハビー株式会社 (Making it a Subsidiary)
Disclosing companyAIAI Group Corporation
ハビー株式会社Voting rights ownership percentageNumber of shares acquired 200 shares (the number of shares held after the acquisition is also 200, representing 100% of voting rights)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

Execution Date / Effective Date1 September 2026
Target company

Operation of multi-functional establishments under the Child Welfare Act, including child development support establishments, after-school day-service establishments and nursery-school visit support establishments, as well as consultation support establishments

Location Chuo-ku, TokyoShare capital ¥10 million (as of 31 March 2026)Date of incorporation 15 December 2025
Net Sales¥3,470.005 million (fiscal year ended March 2026)
Net assets¥9.521 million (as of 31 March 2026)
Consideration and expenses
Acquisition price¥3,250 million
Expenses other than the acquisition price¥85 million (incidental expenses)
Type of ConsiderationCash
Impact on Business Performance

The impact on consolidated results for the fiscal year ending March 2027 is currently under review

Procedures and assumptions
Management structure after acquisitionEffective 1 September 2026, the representative directors and other officers of ハビー株式会社, 株式会社アイリス and 株式会社ハピネスカムズ changed. The representative director of each of the 3 companies is Sadamatsu Sei (貞松成). Treatment of employees: not disclosed
This transaction
ItemDetails
Transaction nameAcquisition of Shares in ハビー株式会社 (Making it a Subsidiary)
Name of the Subject Companyハビー株式会社
Business Description of the Subject CompanyOperation of multi-functional establishments under the Child Welfare Act, including child development support establishments, after-school day-service establishments and nursery-school visit support establishments, as well as consultation support establishments
Location of the Subject CompanyChuo-ku, Tokyo
Capital Stock of the Subject Company¥10 million (as of 31 March 2026)
Date of Establishment of the Subject Company15 December 2025
Net Sales of the Subject Company¥3,470.005 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥9.521 million (as of 31 March 2026)
Acquisition price¥3,250 million
Expenses other than the acquisition price¥85 million (incidental expenses)
Type of ConsiderationCash
Number of shares acquired200 shares (the number of shares held after the acquisition is also 200, representing 100% of voting rights)
Voting rights ownership percentageBefore 0% → after 100%
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending March 2027 is currently under review
Execution Date / Effective Date1 September 2026
Management structure after acquisitionEffective 1 September 2026, the representative directors and other officers of ハビー株式会社, 株式会社アイリス and 株式会社ハピネスカムズ changed. The representative director of each of the 3 companies is Sadamatsu Sei (貞松成). Treatment of employees: not disclosed
Items this document does not state (16)
Counterparty nameOperating Profit of the Subject CompanyNet Income of the Subject CompanyMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionContract DateValuation 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.

This disclosure does not explain the reason for the share acquisition.

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.
(Progress on Disclosed Matter) Notice of Completion of the Acquisition of Shares in Habii Co., Ltd. | AIAI Group Corporation (6557) timely disclosure | Komori