Komori
M&A and Subsidiary Changes9166GENDA Inc.Information and Communications, Services and Others

Notice regarding the acquisition of the exhibition business of 株式会社アイ・コミューン

The GENDA Group has decided to acquire the exhibition business of アイ・コミューン. By incorporating its planning and operating expertise and customer base, the Group aims to establish a structure capable of providing integrated services ranging from exhibition planning proposals through construction and on-site operations.

Worth reading
42Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
3.5
Multiple (business value / adjusted EBITDA)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of the business
Counterparty (target company)株式会社アイ・コミューン
Disclosing companyGENDA Inc.
Subject of 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

Planning and production of corporate events and other events (domestic and overseas) Planning and operation of exhibitions and other events Planning and production of sales promotion and promotional activities

Location Chiyoda-ku, TokyoShare capital ¥3 millionDate of incorporation 2 June 2005
Consideration and expenses
Acquisition priceNot disclosed pursuant to a confidentiality agreement between the parties. The amount is equivalent to business value / adjusted EBITDA of 3.5x, based on adjusted EBITDA calculated using the results for the most recent fiscal year of the target business.
Type of ConsiderationCash
Funding arrangementsA cash settlement using cash and deposits on hand is scheduled for the business acquisition date.
Goodwill amountCurrently under review (amortization period: Not disclosed)
Goodwill is the amount paid in excess of the acquired company's net assets.
Impact on Business Performance

The impact on consolidated results of operations and financial position for the fiscal year ending January 2027 is expected to be immaterial. If a material financial impact arises due to a significant change in the business situation, the Company will promptly disclose it once the details become clear.

Procedures and assumptions
Valuation methodologyThe amount is equivalent to business value / adjusted EBITDA of 3.5x, based on adjusted EBITDA calculated using the results for the most recent fiscal year of the target business.
This transaction
ItemDetails
Transaction nameAcquisition of the business
Counterparty name株式会社アイ・コミューン
Name of the Subject Company株式会社アイ・コミューン
Business Description of the Subject CompanyPlanning and production of corporate events and other events (domestic and overseas) Planning and operation of exhibitions and other events Planning and production of sales promotion and promotional activities
Location of the Subject CompanyChiyoda-ku, Tokyo
Capital Stock of the Subject Company¥3 million
Date of Establishment of the Subject Company2 June 2005
Acquisition priceNot disclosed pursuant to a confidentiality agreement between the parties. The amount is equivalent to business value / adjusted EBITDA of 3.5x, based on adjusted EBITDA calculated using the results for the most recent fiscal year of the target business.
Type of ConsiderationCash
Funding arrangementsA cash settlement using cash and deposits on hand is scheduled for the business acquisition date.
Goodwill amountCurrently under review (amortization period: Not disclosed)
Impact on Business PerformanceThe impact on consolidated results of operations and financial position for the fiscal year ending January 2027 is expected to be immaterial. If a material financial impact arises due to a significant change in the business situation, the Company will promptly disclose it once the details become clear.
Contract Date30 September 2026
Execution Date / Effective Date1 November 2026 (予定)
Valuation methodologyThe amount is equivalent to business value / adjusted EBITDA of 3.5x, based on adjusted EBITDA calculated using the results for the most recent fiscal year of the target business.
Items this document does not state (17)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageAmount of extraordinary income (loss)Date of board resolutionIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement structure after acquisition

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.

By adding アイ・コミューン's planning and operating expertise and customer base to the GENDA Group's planning, design, supervision and production capabilities for exhibitions and events, the Group aims to establish a one-stop service structure, thereby strengthening its business platform and driving growth.

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.
Notice regarding the acquisition of the exhibition business of 株式会社アイ・コミューン | GENDA Inc. (9166) timely disclosure | Komori