Worth reading
69In focus
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
19400
SharesWording
Conditional
How definitive the wording is.This transaction
Name of transactionCounterparty (target company)株式会社ECPower
Disclosing companyFeedforce Group Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Planning, design, development and operation of websites, among other activities
Location Minato-ku, TokyoShare capital ¥22 million
Consideration and expenses
Type of ConsiderationShares: the Company’s common shares were issued
Merger ratio/share exchange ratio1 ECPower share for 0.097 Company shares. Feedforce Group Inc. is the wholly owning parent company, and ECPower is the wholly owned subsidiary.
Goodwill amountThe amount and amortisation period have not been disclosed. Goodwill is expected to arise.
Goodwill is the amount paid in excess of the acquired company's net assets.Impact on Business Performance
The impact on the Company’s consolidated results for the fiscal year ending May 2026 is immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionApproval of the share exchange agreement at an extraordinary general meeting of ECPower shareholders. Under the main provision of Article 796, Paragraph 2 of the Companies Act, approval at a general meeting of the Company’s shareholders is not required.
Management structure after acquisitionECPower’s ownership ratio of the Company is 100%. The representative director is Masuda Hiromu (増田大夢). The change of corporate name and employee treatment are undisclosed.
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Counterparty name | 株式会社ECPower |
| Name of the Subject Company | 株式会社ECPower |
| Business Description of the Subject Company | Planning, design, development and operation of websites, among other activities |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥22 million |
| Type of Consideration | Shares: the Company’s common shares were issued |
| Merger ratio/share exchange ratio | 1 ECPower share for 0.097 Company shares. Feedforce Group Inc. is the wholly owning parent company, and ECPower is the wholly owned subsidiary. |
| Voting rights ownership percentage | After 100％ (before not disclosed) |
| Goodwill amount | The amount and amortisation period have not been disclosed. Goodwill is expected to arise. |
| Impact on Business Performance | The impact on the Company’s consolidated results for the fiscal year ending May 2026 is immaterial. |
| Date of board resolution | 26 March 2026 |
| Contract Date | 26 March 2026 |
| Execution Date / Effective Date | 1 May 2026 (scheduled implementation date and effective date) |
| Conditions Precedent to Execution | Approval of the share exchange agreement at an extraordinary general meeting of ECPower shareholders. Under the main provision of Article 796, Paragraph 2 of the Companies Act, approval at a general meeting of the Company’s shareholders is not required. |
| Management structure after acquisition | ECPower’s ownership ratio of the Company is 100%. The representative director is Masuda Hiromu (増田大夢). The change of corporate name and employee treatment are undisclosed. |
Items this document does not state (16)
Date of Establishment of the Subject CompanyNet 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 priceTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee
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 reports the completion of making the company a wholly owned subsidiary; the purpose and rationale of the transaction are not stated.
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.