Komori
Business alliance7090Ligua Inc.Information and Communications, Services and Others

Notice Regarding the Execution of a Capital and Business Alliance Agreement with 株式会社ストリートスマート, the Issuance of New Shares by Third-Party Allotment, and the Issuance of the Sixth Series of Stock Acquisition Rights

リグア will enter into a capital and business alliance agreement with 株式会社ストリートスマート and issue 50,000 common shares through a third-party allotment to the company. In addition to adding AI and DX training and training-management SaaS and jointly expanding its existing AI consulting business, リグア will separately issue stock acquisition rights to Milestone Capital Management Co., Ltd.

Worth reading
82Important
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Direction
Mixed performance
Direction inferred from the company’s description.
Scale
23.58
% (dilution rate, including the new shares and potential shares represented by the stock acquisition rights)
Wording
Conditional
How definitive the wording is.

Agreements reached under this partnership

Capital and Business Alliance
7090Ligua Inc.
Alliance partner株式会社ストリートスマート / マイルストーン・キャピタル・マネジメント株式会社
Details of the alliance
  1. 1

    Expand additional initiatives, including the provision of AI and DX reskilling training and SaaS for managing training participants’ objectives and progress

  2. 2

    The program will consist of group training for multiple companies and individual training for a single company

  3. 3

    The program is initially expected to focus on osteopathic clinics with which リグア has business relationships, before expanding its target market to general companies through web advertising and other channels

  4. 4

    リグア will be responsible for customer acquisition, training preparation and delivery, participant support, and the provision and operation of the SaaS

  5. 5

    株式会社ストリートスマート is expected to provide expertise on the use of generative AI-related tools, Google Workspace and other tools, as well as training know-how

These are items that the documents state the two companies will work on. The lines above and below represent arrangements between the two companies.

Numerical targets under the alliance

Achieve orders from at least 10 companies (no target timing specified)

Capital and personnel relationships

This indicates whether the companies will do more than work together, such as holding each other’s shares or seconding personnel (capital and business alliance).

3.10%Our ownership stake in the partner’s shares
Number of shares acquired50,000 common shares (3.1% of the 1,611,800 issued shares)
Acquisition price¥43,300,000
Dispatch of directors and officersMatsubayashi Daisuke (松林大輔), Representative Director of 株式会社ストリートスマート, will concurrently serve as a director of FPデザイン株式会社, リグア’s consolidated subsidiary
Shareholding Policy株式会社ストリートスマート plans to hold the shares over the long term. Milestone Capital Management Co., Ltd. plans to sell the shares while taking market conditions into consideration. With respect to 株式会社ストリートスマート, リグア plans to obtain a letter of commitment concerning the reporting obligation if the shares are transferred within 2 years of the payment date. The stock acquisition rights are subject to transfer restrictions and an acquisition clause in favor of リグア.
Change in major shareholders株式会社ストリートスマート: Not stated → 株式会社ストリートスマート: 2.53%
About the partner
Business DescriptionIT and DX consulting / Investment Business
LocationShijonawate, Osaka Prefecture / Chiyoda-ku, Tokyo
Share capital¥35 million / ¥10 million
Net Sales¥6,500 million (fiscal year ended January 2026)
Operating profit¥1,429 million (fiscal year ended January 2026)
Impact on Business Performance

The impact on リグア’s consolidated results for the fiscal year ending March 2027 is expected to be minor. However, the company believes the alliance will contribute to long-term growth and an expansion in corporate value.

Date of board resolution27 August 2026Contract Date27 August 2026Alliance start date1 February 2026Share Acquisition Date and Payment Date14 September 2026
Agreements reached under this partnership
ItemDetails
Name of alliance partner株式会社ストリートスマート, マイルストーン・キャピタル・マネジメント株式会社
Alliance partner's business activitiesIT and DX consulting, Investment Business
Alliance partner's locationShijonawate, Osaka Prefecture, Chiyoda-ku, Tokyo
Alliance partner's capital¥35 million, ¥10 million
Alliance partner's net salesNot disclosed, ¥6,500 million (fiscal year ended January 2026)
Alliance partner's operating incomeNot disclosed, ¥1,429 million (fiscal year ended January 2026)
Type of allianceCapital and Business Alliance
Details of the allianceExpand additional initiatives, including the provision of AI and DX reskilling training and SaaS for managing training participants’ objectives and progress, The program will consist of group training for multiple companies and individual training for a single company, The program is initially expected to focus on osteopathic clinics with which リグア has business relationships, before expanding its target market to general companies through web advertising and other channels, リグア will be responsible for customer acquisition, training preparation and delivery, participant support, and the provision and operation of the SaaS, 株式会社ストリートスマート is expected to provide expertise on the use of generative AI-related tools, Google Workspace and other tools, as well as training know-how
Number of shares acquired50,000 common shares (3.1% of the 1,611,800 issued shares)
Acquisition price¥43,300,000
Shareholding ratio0% → 3.1%
Dispatch of directors and officersMatsubayashi Daisuke (松林大輔), Representative Director of 株式会社ストリートスマート, will concurrently serve as a director of FPデザイン株式会社, リグア’s consolidated subsidiary
Numerical targets under the allianceAchieve orders from at least 10 companies (no target timing specified)
Shareholding Policy株式会社ストリートスマート plans to hold the shares over the long term. Milestone Capital Management Co., Ltd. plans to sell the shares while taking market conditions into consideration. With respect to 株式会社ストリートスマート, リグア plans to obtain a letter of commitment concerning the reporting obligation if the shares are transferred within 2 years of the payment date. The stock acquisition rights are subject to transfer restrictions and an acquisition clause in favor of リグア.
Date of board resolution27 August 2026
Contract Date27 August 2026
Alliance start date1 February 2026
Share Acquisition Date and Payment Date14 September 2026
Impact on Business PerformanceThe impact on リグア’s consolidated results for the fiscal year ending March 2027 is expected to be minor. However, the company believes the alliance will contribute to long-term growth and an expansion in corporate value.
Change in major shareholders株式会社ストリートスマート: Not stated → 株式会社ストリートスマート: 2.53%
Items this document does not state (3)
Overview of the joint ventureOwnership ratioContract Period

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.

As the collaboration on the AI consulting business, which has been underway since last autumn, has produced certain results, the companies will strengthen their collaborative framework and expand their services and business by adding AI and DX reskilling training and SaaS for managing training participants’ objectives and progress. In addition, funds will be raised to establish supply systems for IFMC.-related OEM products and delivery systems for AI training and SaaS.

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Notice Regarding the Execution of a Capital and Business Alliance Agreement with 株式会社ストリートスマート, the Issuance of New Shares by Third-Party Allotment, and the Issuance of the Sixth Series of Stock Acquisition Rights | Ligua Inc. (7090) timely disclosure | Komori