Worth reading
57In focus
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
20000001
Japanese yen (total approximate amount)Wording
Conditional
How definitive the wording is.This transaction
Share AcquisitionCounterpartyオーシャン・キャピタル株式会社
Disclosing companyU-NEXT HOLDINGS Co.,Ltd.
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
Rent Guarantee Business
Location Sumida-ku, TokyoShare capital ¥95 millionDate of incorporation 3 March 2008
Net Sales¥1,645 million (fiscal year ended March 2025)
Operating profit¥307 million (fiscal year ended March 2025)
Net income for the current fiscal year¥1 million (fiscal year ended March 2025)
Net assets¥152 million (fiscal year ended March 2025)
Consideration and expenses
Acquisition priceCommon shares of the target company: ¥1; total (approximate amount): ¥20,000,001
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥20,000,000
Type of ConsiderationCash (acquisition of shares using internal funds)
Funding arrangementsAcquisition of shares using internal funds
Impact on Business Performance
The Company currently considers the impact of this share acquisition on its consolidated results for the current fiscal year to be minor.
Procedures and assumptions
Conditions Precedent to ExecutionBy the date of execution of the share transfer, the seller must acquire all shares held by the other shareholders of the target company.
Management structure after acquisitionFollowing execution of the share transfer, an absorption-type merger is planned, with the buyer as the surviving company and the target company as the absorbed company. The corporate name, representative and treatment of employees have not been disclosed.
| Item | Details |
|---|---|
| Transaction name | Share Acquisition |
| Counterparty name | オーシャン・キャピタル株式会社 |
| Name of the Subject Company | 新日本信用保証株式会社 |
| Business Description of the Subject Company | Rent Guarantee Business |
| Location of the Subject Company | Sumida-ku, Tokyo |
| Capital Stock of the Subject Company | ¥95 million |
| Date of Establishment of the Subject Company | 3 March 2008 |
| Net Sales of the Subject Company | ¥1,645 million (fiscal year ended March 2025) |
| Operating Profit of the Subject Company | ¥307 million (fiscal year ended March 2025) |
| Net Income of the Subject Company | ¥1 million (fiscal year ended March 2025) |
| Net Assets of the Subject Company | ¥152 million (fiscal year ended March 2025) |
| Acquisition price | Common shares of the target company: ¥1; total (approximate amount): ¥20,000,001 |
| Expenses other than the acquisition price | Advisory fees and other expenses (approximate amount): ¥20,000,000 |
| Type of Consideration | Cash (acquisition of shares using internal funds) |
| Number of shares acquired | 9,500 shares; 100.0% voting rights ownership (number of voting rights not stated) |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Funding arrangements | Acquisition of shares using internal funds |
| Impact on Business Performance | The Company currently considers the impact of this share acquisition on its consolidated results for the current fiscal year to be minor. |
| Date of board resolution | 20 April 2026 |
| Contract Date | 20 April 2026 (scheduled) |
| Execution Date / Effective Date | Share acquisition date: 1 June 2026 (scheduled). Effective date of the absorption-type merger: 1 September 2026 (scheduled) |
| Conditions Precedent to Execution | By the date of execution of the share transfer, the seller must acquire all shares held by the other shareholders of the target company. |
| Management structure after acquisition | Following execution of the share transfer, an absorption-type merger is planned, with the buyer as the surviving company and the target company as the absorbed company. The corporate name, representative and treatment of employees have not been disclosed. |
Items this document does not state (9)
Merger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee
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 transaction is intended to expand the scale of the business, improve productivity, enhance operational efficiency and reduce costs by combining the buyer's and the target company's rent-guarantee businesses, revitalizing approximately 5,000 affiliated agencies, consolidating operating systems and human resources, and optimizing locations and outsourced operations.
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