Worth reading
55In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
43
¥ billion (transfer price, estimated amount)Wording
Conditional
How definitive the wording is.This transaction
Share transferCounterpartyGMO Internet, Inc.
Disclosing companyGMO internet group,Inc.
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
Development and provision of marketing platforms and other services supporting improvements in customer experience and digital transformation at stores
Location Shibuya, TokyoShare capital ¥1,103 million (as of 30 June 2026)Date of incorporation 22 November 2012
Net Sales¥2,456 million (fiscal year ended December 2025)
Operating profit¥523 million (fiscal year ended December 2025)
Net income for the current fiscal year¥342 million (fiscal year ended December 2025)
Net assets¥2,776 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition price¥4.3 billion (estimated amount)
Amount of extraordinary income (loss)Extraordinary gain of approximately ¥4.1 billion (expected to be recognized in the non-consolidated financial statements; quarter not specified)
Impact on Business Performance
An extraordinary gain of approximately ¥4.1 billion is expected to be recognized in the non-consolidated financial statements. Although capital surplus will change in the consolidated financial statements, the impact on consolidated profit or loss is expected to be minor.
Procedures and assumptions
Management structure after acquisitionGMO Commerce,Inc. will become a subsidiary of GMO internet,Inc. (4784) and a sub-subsidiary of the Company. GMO NIKKO and GMOインサイト are scheduled to become subsidiaries of GMO Commerce,Inc., with GMO Commerce,Inc. planned to serve as the core company in the internet advertising and media business within the consolidated group of GMO internet,Inc. (4784).
| Item | Details |
|---|---|
| Transaction name | Share transfer |
| Counterparty name | GMO Internet, Inc. |
| Name of the Subject Company | GMO Commerce, Inc. |
| Business Description of the Subject Company | Development and provision of marketing platforms and other services supporting improvements in customer experience and digital transformation at stores |
| Location of the Subject Company | Shibuya, Tokyo |
| Capital Stock of the Subject Company | ¥1,103 million (as of 30 June 2026) |
| Date of Establishment of the Subject Company | 22 November 2012 |
| Net Sales of the Subject Company | ¥2,456 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | ¥523 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | ¥342 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥2,776 million (fiscal year ended December 2025) |
| Acquisition price | ¥4.3 billion (estimated amount) |
| Number of shares acquired | 3,596,400 shares (number of voting rights: 35,964) |
| Voting rights ownership percentage | Before 66.02% → after 0% |
| Amount of extraordinary income (loss) | Extraordinary gain of approximately ¥4.1 billion (expected to be recognized in the non-consolidated financial statements; quarter not specified) |
| Impact on Business Performance | An extraordinary gain of approximately ¥4.1 billion is expected to be recognized in the non-consolidated financial statements. Although capital surplus will change in the consolidated financial statements, the impact on consolidated profit or loss is expected to be minor. |
| Date of board resolution | 24 September 2026 |
| Contract Date | 24 September 2026 |
| Execution Date / Effective Date | 1 October 2026 (scheduled) |
| Management structure after acquisition | GMO Commerce,Inc. will become a subsidiary of GMO internet,Inc. (4784) and a sub-subsidiary of the Company. GMO NIKKO and GMOインサイト are scheduled to become subsidiaries of GMO Commerce,Inc., with GMO Commerce,Inc. planned to serve as the core company in the internet advertising and media business within the consolidated group of GMO internet,Inc. (4784). |
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 amountValuation 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.The business operations of GMO Commerce,Inc. will be moved under GMO internet,Inc. to generate further group synergies. The stated objectives are to promote reciprocal customer referrals and cross-selling between customer bases, share expertise among the companies, streamline reporting lines, and make GMO Commerce,Inc. a core company in the internet advertising and media business.
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