Komori
M&A and Subsidiary Changes9425ReYuu Japan Inc.Information and Communications, Services and Others

Notice Regarding the Execution of a Basic Agreement for the Acquisition of Shares in Next Security Co., Ltd.

ReYuu Japan株式会社 has entered into a basic agreement aimed at acquiring a 49.0% stake in ネクスト・セキュリティ株式会社 from abc株式会社. The definitive agreement and completion of the share acquisition have not yet been finalized, and the acquisition price may change going forward.

Worth reading
48Recurring
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
254800
Thousand yen (planned)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Acquisition of shares in ネクスト・セキュリティ株式会社
Counterpartyabc株式会社
Disclosing companyReYuu Japan Inc.
ネクスト・セキュリティ株式会社Voting rights ownership percentageNumber of shares acquired 29,400 shares (number of voting rights: 29,400)

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 resolution1 July 2026
Contract Date1 July 2026 (basic agreement)
Execution Date / Effective DateLate July 2026 (planned)
Target company

Sale of cybersecurity solutions Cybersecurity consulting Development, implementation and operational support for cybersecurity environments

Location Minato-ku, TokyoShare capital ¥20 millionDate of incorporation 7 December 2015
Net Sales¥409 million (fiscal year ended March 2026)
Operating profit¥81 million (fiscal year ended March 2026)
Net income for the current fiscal year¥54 million (fiscal year ending March 2026)
Net assets¥170 million (fiscal year ending March 2026)
Consideration and expenses
Acquisition price¥254.8 million (planned)
Impact on Business Performance

The impact on the company’s results for the fiscal year ending October 2026 is currently under review

Procedures and assumptions
Valuation methodologyCalculated based on the equity value derived by applying cash and deposits, interest-bearing debt and other financial adjustment items to the enterprise value calculated using the target company’s adjusted EBITDA and an EV/EBITDA multiple of 5.2x
Conditions Precedent to ExecutionThe basic agreement does not unconditionally obligate the parties to execute a definitive agreement or complete the share acquisition. It is subject to the due diligence currently in progress and discussions toward the execution of a definitive agreement, among other matters.
This transaction
ItemDetails
Transaction nameAcquisition of shares in ネクスト・セキュリティ株式会社
Counterparty nameabc株式会社
Name of the Subject Companyネクスト・セキュリティ株式会社
Business Description of the Subject CompanySale of cybersecurity solutions Cybersecurity consulting Development, implementation and operational support for cybersecurity environments
Location of the Subject CompanyMinato-ku, Tokyo
Capital Stock of the Subject Company¥20 million
Date of Establishment of the Subject Company7 December 2015
Net Sales of the Subject Company¥409 million (fiscal year ended March 2026)
Operating Profit of the Subject Company¥81 million (fiscal year ended March 2026)
Net Income of the Subject Company¥54 million (fiscal year ending March 2026)
Net Assets of the Subject Company¥170 million (fiscal year ending March 2026)
Acquisition price¥254.8 million (planned)
Number of shares acquired29,400 shares (number of voting rights: 29,400)
Voting rights ownership percentageBefore 0.0% → after 49.0%
Impact on Business PerformanceThe impact on the company’s results for the fiscal year ending October 2026 is currently under review
Date of board resolution1 July 2026
Contract Date1 July 2026 (basic agreement)
Execution Date / Effective DateLate July 2026 (planned)
Valuation methodologyCalculated based on the equity value derived by applying cash and deposits, interest-bearing debt and other financial adjustment items to the enterprise value calculated using the target company’s adjusted EBITDA and an EV/EBITDA multiple of 5.2x
Conditions Precedent to ExecutionThe basic agreement does not unconditionally obligate the parties to execute a definitive agreement or complete the share acquisition. It is subject to the due diligence currently in progress and discussions toward the execution of a definitive agreement, among other matters.
Items this document does not state (12)
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 CommitteeManagement 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 aims to strengthen its proposal capabilities and service delivery capabilities in the corporate IT sector by creating cross-selling opportunities between corporate customers and adding cybersecurity-related services. Through this, it seeks to expand the value provided to existing customers, new revenue opportunities and its business areas, thereby enhancing corporate value over the medium to long term.

How to read this page

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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 Execution of a Basic Agreement for the Acquisition of Shares in Next Security Co., Ltd. | ReYuu Japan Inc. (9425) timely disclosure | Komori