Worth reading
53Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
15
Less than 15% (acquisition price as a percentage of the Company’s consolidated and non-consolidated net assets as of the end of March 2026)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares (making the company a consolidated subsidiary)CounterpartyYoshie Naoto (吉江 直人)
Disclosing companyInterworks Confidence 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.White points represent dates designated as scheduled dates in the document.
Target company
Game planning, development and operations
Location Shinagawa Ward, TokyoShare capital ¥100 millionDate of incorporation March 2015
Net Sales¥290.656 million (fiscal year ended September 2025)
Operating profitOperating loss of ¥107.044 million (fiscal year ended September 2025)
Net income for the current fiscal yearNet loss of ¥86.589 million (fiscal year ended September 2025)
Net assetsNegative net assets of ¥396.739 million (fiscal year ended September 2025)
Consideration and expenses
Acquisition priceNot disclosed due to a confidentiality agreement with the counterparty
Type of ConsiderationCash
Funding arrangementsThe Company plans to fund the entire amount with internal funds
Impact on Business Performance
The impact of this share acquisition on the Company’s consolidated results for the fiscal year ending March 2027 is expected to be immaterial.
Procedures and assumptions
Valuation methodologyShare valuation (DCF method, net asset method and other methods)
Management structure after acquisitionFollowing the share acquisition, the Company plans to appoint 2 of its representatives as directors of 株式会社flaggs. Changes to the corporate name and employee treatment are not disclosed
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares (making the company a consolidated subsidiary) |
| Counterparty name | Yoshie Naoto (吉江 直人) |
| Name of the Subject Company | 株式会社flaggs |
| Business Description of the Subject Company | Game planning, development and operations |
| Location of the Subject Company | Shinagawa Ward, Tokyo |
| Capital Stock of the Subject Company | ¥100 million |
| Date of Establishment of the Subject Company | March 2015 |
| Net Sales of the Subject Company | ¥290.656 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | Operating loss of ¥107.044 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | Net loss of ¥86.589 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | Negative net assets of ¥396.739 million (fiscal year ended September 2025) |
| Acquisition price | Not disclosed due to a confidentiality agreement with the counterparty |
| Type of Consideration | Cash |
| Number of shares acquired | 34,168 shares (34,168 voting rights) |
| Voting rights ownership percentage | Before -％ → after 70.0％ |
| Funding arrangements | The Company plans to fund the entire amount with internal funds |
| Impact on Business Performance | The impact of this share acquisition on the Company’s consolidated results for the fiscal year ending March 2027 is expected to be immaterial. |
| Date of board resolution | 30 September 2026 |
| Contract Date | 30 September 2026 |
| Execution Date / Effective Date | 1 October 2026 (予定) |
| Valuation methodology | Share valuation (DCF method, net asset method and other methods) |
| Management structure after acquisition | Following the share acquisition, the Company plans to appoint 2 of its representatives as directors of 株式会社flaggs. Changes to the corporate name and employee treatment are not disclosed |
Items this document does not state (10)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Independent 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.flaggs holds patented technologies related to game applications and has its own game development and operations platform, as well as established a content production method that uses generative AI to reduce development costs. The Company aims to expand flaggs’ development structure and business by providing its customer and human resources networks, leading to future collaboration in game development and improved employee retention and recruiting capabilities.
How to read this page
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.