Komori
M&A and Subsidiary Changes7090Ligua Inc.Information and Communications, Services and Others

Notice Regarding the Transfer of a Business by a Consolidated Subsidiary

株式会社ヒゴワン, a consolidated subsidiary, transferred its entire web marketing business to 株式会社ハッピーズ. The agreement was signed on 29 September 2026, and the transfer took place on 30 September 2026.

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This transaction

Business Transfers
Counterparty株式会社ハッピーズ
Disclosing companyLigua Inc.
株式会社ヒゴワンSubject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Web marketing, portal site operation, web consulting, SEO services, website development, online shop operation support, PPC campaign management, management consulting

Location Chuo-ku, Kumamoto, Kumamoto PrefectureShare capital ¥30 millionDate of incorporation 5 January 2015
Net SalesNot disclosed.
Operating profitNot disclosed.
Net income for the current fiscal yearNot disclosed.
Net assetsNot disclosed.
Impact on Business Performance

The impact of the transfer of this business on the Company's consolidated results for the fiscal year ending March 2027 is expected to be immaterial. If any matter requiring disclosure arises depending on future developments, we will disclose it promptly.

This transaction
ItemDetails
Transaction nameBusiness Transfers
Counterparty name株式会社ハッピーズ
Name of the Subject Company株式会社ヒゴワン
Business Description of the Subject CompanyWeb marketing, portal site operation, web consulting, SEO services, website development, online shop operation support, PPC campaign management, management consulting
Location of the Subject CompanyChuo-ku, Kumamoto, Kumamoto Prefecture
Capital Stock of the Subject Company¥30 million
Date of Establishment of the Subject Company5 January 2015
Net Sales of the Subject CompanyNot disclosed.
Operating Profit of the Subject CompanyNot disclosed.
Net Income of the Subject CompanyNot disclosed.
Net Assets of the Subject CompanyNot disclosed.
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe impact of the transfer of this business on the Company's consolidated results for the fiscal year ending March 2027 is expected to be immaterial. If any matter requiring disclosure arises depending on future developments, we will disclose it promptly.
Contract Date29 September 2026 (yesterday)
Execution Date / Effective Date30 September 2026 (effective as of today)
Items this document does not state (17)
Acquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement structure after acquisition

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

To optimize the Group's overall management resources and provide services that better meet customer needs by working with external specialists in highly specialized fields.

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Notice Regarding the Transfer of a Business by a Consolidated Subsidiary | Ligua Inc. (7090) timely disclosure | Komori