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M&A and Subsidiary Changes9332NISSO HOLDINGS Co.,Ltd.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in Urth Co., Ltd. by Our Consolidated Subsidiary

Nisso Kosan Co., Ltd., a consolidated subsidiary, is scheduled to acquire 14,080 shares of Urth Co., Ltd., making it an equity-method affiliate in which 44.00% of the voting rights will be held. The share transfer is scheduled to be completed on 1 October 2026.

Worth reading
45Recurring
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
44
Voting rights ownership ratio (%)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of shares in this transaction
CounterpartyIndividual shareholder (name omitted)
Disclosing companyNISSO HOLDINGS Co.,Ltd.
Urth Co., Ltd.Voting rights ownership percentageNumber of shares acquired 14,080 shares (number of voting rights not disclosed)

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.
Target company

Web service development and VR business

Location Shinjuku-ku, TokyoShare capital ¥320,000Date of incorporation 20 January 2020
Net Sales¥120 million (fiscal year ended December 2025)
Operating profit¥6 million (fiscal year ended December 2025)
Net income for the current fiscal year¥6 million (fiscal year ended December 2025)
Net assets¥19 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceThe acquisition price is undisclosed pursuant to an agreement with the counterparty.
Impact on Business Performance

The impact of this share acquisition on consolidated results for the fiscal year ending March 2027 is expected to be immaterial.

Procedures and assumptions
Valuation methodologyDetermined following discussions between the parties, taking into reasonable consideration the results of a share valuation by an external expert and other factors.
This transaction
ItemDetails
Transaction nameAcquisition of shares in this transaction
Counterparty nameIndividual shareholder (name omitted)
Name of the Subject CompanyUrth Co., Ltd.
Business Description of the Subject CompanyWeb service development and VR business
Location of the Subject CompanyShinjuku-ku, Tokyo
Capital Stock of the Subject Company¥320,000
Date of Establishment of the Subject Company20 January 2020
Net Sales of the Subject Company¥120 million (fiscal year ended December 2025)
Operating Profit of the Subject Company¥6 million (fiscal year ended December 2025)
Net Income of the Subject Company¥6 million (fiscal year ended December 2025)
Net Assets of the Subject Company¥19 million (fiscal year ended December 2025)
Acquisition priceThe acquisition price is undisclosed pursuant to an agreement with the counterparty.
Number of shares acquired14,080 shares (number of voting rights not disclosed)
Voting rights ownership percentageBefore 0.0% → after 44.00%
Impact on Business PerformanceThe impact of this share acquisition on consolidated results for the fiscal year ending March 2027 is expected to be immaterial.
Date of board resolution17 September 2026
Contract Date24 September 2026 (scheduled)
Execution Date / Effective Date1 October 2026 (scheduled)
Valuation methodologyDetermined following discussions between the parties, taking into reasonable consideration the results of a share valuation by an external expert and other factors.
Items this document does not state (13)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent 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.

The Company determined that Urth's design and utilization support services for physical and virtual spaces are compatible with the Group's businesses and will contribute to expanding the value provided to customers. In addition to its human resources services business, the Group intends to incorporate new service areas and combine its customer base and business management expertise with Urth's services to expand its business portfolio and address a broader range of customer needs.

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 the Acquisition of Shares in Urth Co., Ltd. by Our Consolidated Subsidiary | NISSO HOLDINGS Co.,Ltd. (9332) timely disclosure | Komori