Komori
M&A and Subsidiary Changes8783abc Co.,Ltd.Financials (excluding banks)

Notice Regarding Change in Consolidated Subsidiary (Share Transfer)

The Company transferred all shares of its consolidated subsidiary クレーンゲームジャパン株式会社 to Kimura Yuko (木村 雄幸), the subsidiary's representative director and also a director of the Company, for ¥1. As a result, the subsidiary will be excluded from the scope of consolidation of the Company's group.

Worth reading
65In focus
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
1
Yen (share transfer price)
Wording
Conditional
How definitive the wording is.

This transaction

Share transfer
CounterpartyKimura Yuko (木村 雄幸)
Disclosing companyabc Co.,Ltd.
クレーンゲームジャパン株式会社Voting rights ownership percentageNumber of shares acquired 200 shares (200 voting rights) transferred

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

Date of board resolution31 July 2026
Contract Date31 July 2026
Execution Date / Effective Date31 July 2026
Target company

Operation of online crane games, and planning, development and operation of IP collaboration projects

Location Minato-ku, TokyoShare capital ¥10 millionDate of incorporation 1 February 2018
Net Sales¥162 million (fiscal year ended August 2025)
Operating profitOperating loss of ¥75 million (fiscal year ended August 2025)
Net income for the current fiscal yearNet loss of ¥79 million (fiscal year ended August 2025)
Net assetsNet assets of negative ¥118 million (fiscal year ended August 2025)
Consideration and expenses
Acquisition price¥1 (share transfer price)
Type of ConsiderationCash (share transfer price of ¥1)
Goodwill amountAmount and amortization period: Not disclosed. Goodwill related to クレーンゲームジャパン株式会社 has already been recognized as an impairment loss under extraordinary losses.
Amount of extraordinary income (loss)An impairment loss on goodwill related to クレーンゲームジャパン株式会社 was recognized under extraordinary losses. Amount and quarter of recognition: Not disclosed
Goodwill is the amount paid in excess of the acquired company's net assets.
Impact on Business Performance

The impact of this share transfer on the Company's consolidated results is currently under review. If circumstances arise requiring disclosure, the Company will make a timely disclosure.

Procedures and assumptions
Valuation methodologyDiscussion between the two companies (determined through mutual consultation)
Management structure after acquisitionLoans from the Company will continue after the transfer. The trade name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameShare transfer
Counterparty nameKimura Yuko (木村 雄幸)
Name of the Subject Companyクレーンゲームジャパン株式会社
Business Description of the Subject CompanyOperation of online crane games, and planning, development and operation of IP collaboration projects
Location of the Subject CompanyMinato-ku, Tokyo
Capital Stock of the Subject Company¥10 million
Date of Establishment of the Subject Company1 February 2018
Net Sales of the Subject Company¥162 million (fiscal year ended August 2025)
Operating Profit of the Subject CompanyOperating loss of ¥75 million (fiscal year ended August 2025)
Net Income of the Subject CompanyNet loss of ¥79 million (fiscal year ended August 2025)
Net Assets of the Subject CompanyNet assets of negative ¥118 million (fiscal year ended August 2025)
Acquisition price¥1 (share transfer price)
Type of ConsiderationCash (share transfer price of ¥1)
Number of shares acquired200 shares (200 voting rights) transferred
Voting rights ownership percentageBefore 100% → after 0.0%
Goodwill amountAmount and amortization period: Not disclosed. Goodwill related to クレーンゲームジャパン株式会社 has already been recognized as an impairment loss under extraordinary losses.
Amount of extraordinary income (loss)An impairment loss on goodwill related to クレーンゲームジャパン株式会社 was recognized under extraordinary losses. Amount and quarter of recognition: Not disclosed
Impact on Business PerformanceThe impact of this share transfer on the Company's consolidated results is currently under review. If circumstances arise requiring disclosure, the Company will make a timely disclosure.
Date of board resolution31 July 2026
Contract Date31 July 2026
Execution Date / Effective Date31 July 2026
Valuation methodologyDiscussion between the two companies (determined through mutual consultation)
Management structure after acquisitionLoans from the Company will continue after the transfer. The trade name, representative and treatment of employees: Not disclosed
Items this document does not state (9)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsIndependent 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.

Competition in the online crane game business has intensified, and performance has fallen below expectations at the time of acquisition due in part to the cost burden of the overseas business. The Company will therefore proceed with portfolio optimization and the selective and focused allocation of management resources. After receiving an approach from Representative Director Kimura regarding the acquisition, the Company determined that transferring all shares was the best and fastest option in light of the desire for an early sale and the risks of continued ownership.

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.
Notice Regarding Change in Consolidated Subsidiary (Share Transfer) | abc Co.,Ltd. (8783) timely disclosure | Komori