This transaction
Subscription to a Third-Party Allocation of SharesThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Planning and proposing solutions that use DX technologies to address business challenges, primarily in the mobility industry, as well as developing proprietary and commissioned services and providing operation and maintenance services
The impact on consolidated results for the fiscal year ending March 2027 is expected to be immaterial.
| Item | Details |
|---|---|
| Transaction name | Subscription to a Third-Party Allocation of Shares |
| Counterparty name | 株式会社 Will Smart |
| Name of the Subject Company | 株式会社 Will Smart |
| Business Description of the Subject Company | Planning and proposing solutions that use DX technologies to address business challenges, primarily in the mobility industry, as well as developing proprietary and commissioned services and providing operation and maintenance services |
| Location of the Subject Company | Koto-ku, Tokyo |
| Capital Stock of the Subject Company | ¥640 million (as of 30 April 2026) |
| Date of Establishment of the Subject Company | 12 December 2012 |
| Net Sales of the Subject Company | ¥805.211 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | Operating loss of ¥283.087 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | Net loss of ¥415.606 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥3.183 million (fiscal year ended December 2025) |
| Acquisition price | ¥349 million |
| Type of Consideration | Cash (payment for the third-party allotment capital increase) |
| Number of shares acquired | 520,800 shares (number of voting rights: 5,208) |
| Voting rights ownership percentage | Before 43.42% → after 54.10% |
| Impact on Business Performance | The impact on consolidated results for the fiscal year ending March 2027 is expected to be immaterial. |
| Date of board resolution | 15 May 2026 |
| Contract Date | 15 May 2026 |
| Execution Date / Effective Date | 1 June 2026 (予定) |
| Management structure after acquisition | If Will Smart’s performance and financial base recover, the company will continue to respect its independence and support its autonomous management. |
Items this document does not state (12)
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 purpose is to support Will Smart in improving its social credibility, securing financing independently and attracting outstanding personnel, while continuing its DX business in the regional transportation and logistics sectors and existing collaboration. It is also intended to avoid the difficulty of operating the business due to Will Smart’s poor performance, which could interrupt the collaboration and affect the company’s customers and others.