Worth reading
67In 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
1200
¥ millionWording
Avoiding a definitive answer
How definitive the wording is.This transaction
This share transferCounterpartySECURESOFT INC.
Disclosing companyNareru Group Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
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
IT engineer staffing (SES), DX consulting, contract-based system development, and related businesses
Location Chiyoda-ku, TokyoShare capital ¥48 millionDate of incorporation December 2007
Net Sales¥2,539 million (fiscal year ended October 2025)
Operating profit¥131 million (fiscal year ended October 2025)
Net income for the current fiscal year¥96 million (fiscal year ended October 2025)
Net assets¥457 million (fiscal year ended October 2025)
Consideration and expenses
Acquisition price¥1,200 million (basic transfer price; the final transfer price will be determined after reflecting price adjustments)
Type of ConsiderationCash (basic transfer price of ¥1,200 million; the final price will be determined after price adjustments)
Amount of extraordinary income (loss)The company expects to recognize a loss from discontinued operations in the fiscal year ending October 2026. The specific amount is currently under review.
Impact on Business Performance
The company expects to recognize a loss arising from this share transfer as a loss from discontinued operations in its consolidated results for the fiscal year ending October 2026. From the fiscal year ending October 2027 onward, the company expects an impact from ATJC’s removal from the scope of consolidation.
Procedures and assumptions
Valuation methodologyThe price was determined after comprehensively considering the terms presented by multiple potential buyers, ATJC’s financial position and future earnings outlook, among other factors, and after discussions with SECURESOFT INC.
Management structure after acquisitionATJC’s construction DX consulting business is scheduled to be transferred to WORLD CORPORATION CO., LTD. Information regarding ATJC’s corporate name, representative and treatment of employees is not disclosed.
| Item | Details |
|---|---|
| Transaction name | This share transfer |
| Counterparty name | SECURESOFT INC. |
| Name of the Subject Company | ATJC Inc. |
| Business Description of the Subject Company | IT engineer staffing (SES), DX consulting, contract-based system development, and related businesses |
| Location of the Subject Company | Chiyoda-ku, Tokyo |
| Capital Stock of the Subject Company | ¥48 million |
| Date of Establishment of the Subject Company | December 2007 |
| Net Sales of the Subject Company | ¥2,539 million (fiscal year ended October 2025) |
| Operating Profit of the Subject Company | ¥131 million (fiscal year ended October 2025) |
| Net Income of the Subject Company | ¥96 million (fiscal year ended October 2025) |
| Net Assets of the Subject Company | ¥457 million (fiscal year ended October 2025) |
| Acquisition price | ¥1,200 million (basic transfer price; the final transfer price will be determined after reflecting price adjustments) |
| Type of Consideration | Cash (basic transfer price of ¥1,200 million; the final price will be determined after price adjustments) |
| Number of shares acquired | 400 shares (number of shares transferred), 400 voting rights |
| Voting rights ownership percentage | Before 100.0% → after 0% |
| Amount of extraordinary income (loss) | The company expects to recognize a loss from discontinued operations in the fiscal year ending October 2026. The specific amount is currently under review. |
| Impact on Business Performance | The company expects to recognize a loss arising from this share transfer as a loss from discontinued operations in its consolidated results for the fiscal year ending October 2026. From the fiscal year ending October 2027 onward, the company expects an impact from ATJC’s removal from the scope of consolidation. |
| Date of board resolution | 15 October 2026 |
| Contract Date | 15 October 2026 |
| Execution Date / Effective Date | 30 October 2026 (予定) |
| Valuation methodology | The price was determined after comprehensively considering the terms presented by multiple potential buyers, ATJC’s financial position and future earnings outlook, among other factors, and after discussions with SECURESOFT INC. |
| Management structure after acquisition | ATJC’s construction DX consulting business is scheduled to be transferred to WORLD CORPORATION CO., LTD. Information regarding ATJC’s corporate name, representative and treatment of employees is 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 periodFunding arrangementsGoodwill amountIndependent 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.The company determined that it would be preferable to grow ATJC under SECURESOFT INC., which has strengths in the IT sector, in order to prioritize investment in key growth areas such as its construction solutions business and construction DX. ATJC’s construction DX consulting business is scheduled to be transferred to WORLD CORPORATION CO., LTD., strengthening cooperation with its construction engineering staffing business.
How to read this page
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