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M&A and Subsidiary Changes9438MTI Ltd.Information and Communications, Services and Others

Notice Regarding the Acquisition of Additional Shares in mutex Co., Ltd. (Making It an Equity-Method Affiliate)

MTI Ltd. will subscribe for 800 shares issued through a third-party allotment by mutex, increasing its ownership stake from 10.71% to 15.63%. As a result, mutex will become an equity-method affiliate, and MTI Ltd. will designate one of mutex's directors.

Worth reading
46Recurring
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
15.63
Voting rights ownership ratio (after transaction, %)
Wording
Conditional
How definitive the wording is.

This transaction

Additional Acquisition of Shares in 株式会社mutex (Making It an Equity-Method Affiliate)
Counterparty (target company)株式会社mutex
Disclosing companyMTI Ltd.
Voting rights ownership percentageNumber of shares acquired 800 shares (number of voting rights: 800)

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

Planning, research, development, design, manufacture, sale, maintenance, leasing, rental, import and export of computer software and hardware, and related consulting services

Location Bunkyo-ku, TokyoShare capital ¥30.010 millionDate of incorporation 10 February 2022
Consideration and expenses
Acquisition priceNot disclosed following discussions with mutex
Type of ConsiderationCash (subscription for a third-party allotment)
Impact on Business Performance

The impact of this transaction on full-year consolidated results for the fiscal year ending September 2026 will be immaterial.

Procedures and assumptions
Management structure after acquisitionFollowing the subscription for the new shares, mutex will become an equity-method affiliate, and an agreement has been reached for MTI Ltd. to designate one of its directors.
This transaction
ItemDetails
Transaction nameAdditional Acquisition of Shares in 株式会社mutex (Making It an Equity-Method Affiliate)
Counterparty name株式会社mutex
Name of the Subject Company株式会社mutex
Business Description of the Subject CompanyPlanning, research, development, design, manufacture, sale, maintenance, leasing, rental, import and export of computer software and hardware, and related consulting services
Location of the Subject CompanyBunkyo-ku, Tokyo
Capital Stock of the Subject Company¥30.010 million
Date of Establishment of the Subject Company10 February 2022
Acquisition priceNot disclosed following discussions with mutex
Type of ConsiderationCash (subscription for a third-party allotment)
Number of shares acquired800 shares (number of voting rights: 800)
Voting rights ownership percentageBefore 10.71% → after 15.63%
Impact on Business PerformanceThe impact of this transaction on full-year consolidated results for the fiscal year ending September 2026 will be immaterial.
Date of board resolution17 September 2026
Contract Date25 September 2026 (予定)
Execution Date / Effective Date30 September 2026 (scheduled)
Management structure after acquisitionFollowing the subscription for the new shares, mutex will become an equity-method affiliate, and an agreement has been reached for MTI Ltd. to designate one of its directors.
Items this document does not state (16)
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 periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent 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.

MTI Ltd. determined that leveraging mutex's technical capabilities and the synergies with its healthcare business would support the expansion of that business.

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 Additional Shares in mutex Co., Ltd. (Making It an Equity-Method Affiliate) | MTI Ltd. (9438) timely disclosure | Komori