📋 Material Events 1086

Japan Asia Investment Company, Limited

8518 · 日本アジア投資株式会社

Investment Business Limited Partnership Governance Partners Management Fund is acquiring a significant equity stake in the company through stock acquisition and warrant exercises. The fund's voting rights will increase from 8.46% to 14.62% of total voting rights as of February 27, 2026.

BuySell Technologies Co.,Ltd.

7685 · 株式会社BuySell Technologies

The company decided on February 13, 2026 to acquire all shares of DelightZ Co., Ltd., a retailing business operator running 14 'Kaitori Senmonten Yosshii' stores in the Kyushu region (primarily Nagasaki and Saga prefectures), for 2.1 billion yen. Following a company split to separate non-core businesses (food, fishery, and estate liquidation operations), the company will make DelightZ a wholly-owned subsidiary through a simplified stock exchange to strengthen its store-based acquisition channel and realize synergies with existing group capabilities.

PACIFIC INDUSTRIAL CO.,LTD.

7250 · 太平洋工業株式会社

The company's board of directors resolved on February 26, 2026 to convene an extraordinary shareholders' meeting on March 24, 2026 to approve a stock consolidation in connection with an MBO transaction. CORE Corporation has acquired 31,938,413 shares (55.26% voting rights) through a public tender offer completed on February 2, 2026, with the final offer price set at 2,050 yen per share, representing a 40-56% premium to recent market prices.

MANDOM CORPORATION

4917 · 株式会社マンダム

Kalon Holdings Co., Ltd. completed a tender offer for the company's common shares from September 26, 2025 to February 25, 2026, acquiring 32,359,329 shares. Following settlement on March 4, 2026, Kalon Holdings will become the parent company and largest shareholder with 71.69% voting rights, triggering a change of control.

Next Generation Technology Group, Inc.

319A · 株式会社技術承継機構

The company's consolidated subsidiary NGTG17 has decided to acquire all issued shares of Horikoshi Seiki Co., Ltd. To finance this acquisition, NGTG17 entered into a loan agreement with a syndicate led by Yokohama Bank on February 26, 2026, for 2.1 billion yen with a 10-year repayment period and financial covenants.

Dai Nippon Toryo Company, Limited

4611 · 大日本塗料株式会社

The company entered into an equity transfer agreement on February 26, 2026, to divest 100% of its shares in Dean Special Coatings (Zhejiang) Co., Ltd. to CHUGOKU MARINE PAINTS (HONG KONG), LIMITED. The transaction is expected to be executed in late July 2026 and will result in a special loss of approximately 1,200 million yen on consolidated basis.

CHUGOKU MARINE PAINTS,LTD.

4617 · 中国塗料株式会社

The company has decided to acquire a 100% stake in Dian Te Coatings (Zhejiang) Limited, a Chinese paint manufacturer and subsidiary of Dai Nippon Paints, through its Hong Kong subsidiary CHUGOKU MARINE PAINTS. The acquisition is scheduled for late July 2026 and will result in the target company becoming a specified subsidiary (特定子会社) of the reporting company.

FUJITA KANKO INC.

9722 · 藤田観光株式会社

The company's board of directors resolved on February 26, 2026 to execute an absorptive merger between consolidated subsidiaries, whereby WHG Kansai Co., Ltd. (a designated subsidiary wholly owned by the company) will be absorbed into WHG West Japan Co., Ltd. (another company subsidiary). Following the merger scheduled for July 1, 2026, WHG Kansai Co., Ltd. will cease to exist and will no longer be a designated subsidiary of the company.

Broadmedia Corporation

4347 · ブロードメディア株式会社

The company's board of directors resolved on February 25, 2026 to divest its subsidiary Tsuri Vision Inc., which operates fishing-focused TV programming and video streaming services. The stock sale is expected to generate approximately 270 million yen in special profit in the individual financial statements for the fiscal year ending March 31, 2026, though this will be eliminated in consolidated results.

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Kennedix Co., Ltd., a consolidated subsidiary of the filing company, decided to acquire additional equity interests in the Tokumei Kumiai Akasaka Maverick (an anonymous partnership currently accounted for using the equity method) on February 25, 2026, converting it into a subsidiary. The acquisition will result in the partnership becoming a specified subsidiary of the company with a total investment amount of 9,497 million yen.

TOHO TITANIUM COMPANY LIMITED

5727 · 東邦チタニウム株式会社

JX Metals Corporation will acquire the company as a wholly-owned subsidiary through a stock exchange, resolving the parent-subsidiary listed company structure and enabling streamlined group governance. The company's shareholders will receive JX Metals shares in exchange, allowing them to benefit from anticipated synergies including technology integration, supply chain optimization, and new business development.

Wellness Communications Corporation

366A · ウェルネス・コミュニケーションズ株式会社

The company has decided to acquire all shares of Ashita no Team Co., Ltd. (a human resources consulting and HR tech company) and make it a subsidiary through a board resolution on February 20, 2026. The acquisition is valued at approximately 28 million yen (0.4 million yen for stock plus 27 million yen in advisory fees). Upon acquisition, Ashita no Team will become a specified subsidiary with the acquiring company holding 67.6% voting rights as of February 27, 2026.

JX Metals Corporation

5016 · JX金属株式会社

JX Metals announced a stock exchange transaction to make Toho Titanium a wholly-owned subsidiary, with JX Metals as the parent company. The transaction was approved by both companies' boards on February 25, 2026. The merger aims to enhance group synergies, streamline governance by eliminating parent-subsidiary listing conflicts, and accelerate strategic decision-making in advanced materials and resource supply.

Sun Frontier Fudousan Co.,Ltd.

8934 · サンフロンティア不動産株式会社

The company announced a capital and business alliance with Itochu Corporation, involving a third-party share allocation of new shares to Itochu. The agreement includes restrictions requiring Itochu's prior written consent for certain corporate actions, including share issuance that would dilute Itochu's voting rights and business partnerships that conflict with the alliance or involve Itochu's competitors.

JAPAN Creative Platform Group Co., Ltd.

7814 · 株式会社日本創発グループ

Nippon Soshatsu Group has executed a stock exchange agreement on February 24, 2026, to acquire all remaining shares of Mochizuki Printing Co., Ltd. (already 93.6% owned subsidiary) at an exchange ratio of 1.6 shares of Nippon Soshatsu Group per 1 share of Mochizuki Printing. The transaction is structured as a simplified stock exchange procedure and is scheduled to become effective on March 30, 2026.

Lovable Marketing Group, Inc.

9254 · 株式会社ラバブルマーケティンググループ

The company decided on February 18, 2026 to acquire all shares of Ricecarry LS Inc. (RCL Inc.), a subsidiary of MUSCAT GROUP, and make it a subsidiary. The acquisition is valued at approximately 748 million yen including due diligence fees and intermediary commissions. The target company operates a specialized SNS marketing support business focusing on lifestyle sectors including apparel, entertainment, cosmetics, and retail facilities.

IID, Inc.

6038 · 株式会社イード

The company acquired shares of webCG Inc., a specialized automotive website operator, on February 27, 2026. This acquisition resulted in webCG becoming a subsidiary with the company holding 100% of voting rights, meeting the criteria for a specified subsidiary (特定子会社) as the subsidiary's capital represents at least 10% of the company's capital.

Nextgen,Inc.

3842 · 株式会社ネクストジェン

The company's board of directors resolved on February 24, 2026 to absorb merge its 100% consolidated subsidiary LignApps Corporation effective April 1, 2026. Prior to the merger, the company decided to forgive receivables totaling approximately 173 million yen owed by LignApps, which has already been reserved as a loan loss provision and will have minimal impact on individual financial results.

TAKASAGO INTERNATIONAL CORPORATION

4914 · 高砂香料工業株式会社

The company sold 444,038 shares of Hisamitsu Pharmaceutical Co., Ltd. through a tender offer (public acquisition) conducted by Taiyō Kōsan Co., Ltd. The transaction was completed on February 19, 2026, generating a gain on sale of securities of 2,543 million yen to be recorded in the fourth quarter of fiscal year 2026.

譬ェ蠑丈シ夂、セ繝斐い繧コ

7066 · 株式会社ピアズ

The company resolved on February 24, 2026 to acquire ordinary shares of Forkwell Inc., making it a subsidiary. The acquisition results in the company holding 81% voting rights in Forkwell, which operates an IT engineer career support platform. The transaction is scheduled to close on March 2, 2026.

TAIHEIYO CEMENT CORPORATION

5233 · 太平洋セメント株式会社

The company's Board of Directors resolved on February 24, 2026 to divest its entire stake in Jiangnan-Onoda Cement Co., Ltd. (江南-小野田水泥有限公司), a Chinese cement manufacturer, to Nanjing Yida Zongheng Building Materials Co., Ltd. (南京屹達縦横建材有限公司). Following this transaction scheduled for March 2026, the subsidiary will no longer be classified as a specified subsidiary of the reporting company.

teno.Holdings Co., Ltd.

7037 · 株式会社テノ.ホールディングス

The company's consolidated subsidiary, Teno Corporation, resolved to acquire all issued shares of Kodomo First Japan Co., Ltd. (KFJ) and make it a subsidiary. The acquisition will occur after KFJ completes an absorption merger with its wholly-owned subsidiary, Kosodate Shien Niji Co., Ltd., with a total acquisition cost of approximately 236 million yen (230 million yen for shares plus 6 million yen in related expenses).

Shionogi & Co.,Ltd.

4507 · 塩野義製薬株式会社

Shionogi Pharmaceutical Co., Ltd. announced its board resolution on February 20, 2026 to absorb and merge its wholly-owned subsidiary Torii Pharmaceutical Co., Ltd., with an effective date of April 1, 2027. The merger aims to strengthen domestic business development, accelerate medical information provision activities, and maximize integration synergies by consolidating decision-making processes and leveraging each company's specialized strengths in therapeutic areas such as allergen and dermatological disease treatments.

EXEDY Corporation

7278 · 株式会社エクセディ

The company's board of directors resolved on February 20, 2026 to acquire all shares of Protean Electric Ltd., a UK-based in-wheel motor development and manufacturing company. This acquisition will result in Protean Electric becoming a specified subsidiary (特定子会社) with 100% ownership, as the target company's capital exceeds 10% of the acquiring company's capital.

Helios Techno Holding Co.,Ltd.

6927 · ヘリオス テクノ ホールディング株式会社

The filing company has decided to acquire all issued shares of Honda Corporation (株式会社ホンダ), a wire harness manufacturer based in Niigata Prefecture, through written board resolution on February 20, 2026. The acquisition aims to expand the business portfolio, create synergies in the electrical lighting equipment sector, and strengthen competitiveness within the group.

RareJob, Inc.

6096 · 株式会社レアジョブ

Rearujobu Inc. resolved to conduct an absorption merger with its wholly-owned subsidiary Progosu Inc., effective April 1, 2026. The merger aims to streamline organizational structure and consolidate management resources to more effectively execute the company's reskilling business strategy across personal and corporate segments. Progosu Inc. will be dissolved as the absorbed company, with Rearujobu Inc. continuing as the surviving entity.

SECURE,INC.

4264 · 株式会社セキュア

The filing company has decided to acquire all voting shares of TOUCH TO GO Co., Ltd., a leading provider of cashierless payment systems and unmanned store solutions, to make it a subsidiary. The acquisition is valued at approximately 850 million yen and will be effective April 1, 2026, increasing the company's ownership stake from 0% to 56.2% of voting rights, triggering specific subsidiary status under securities regulations.

VECTOR INC.

6058 · 株式会社ベクトル

The company decided to divest its stake in subsidiary Ashita no Team (67.6% ownership) to Wellness Communications Corporation to pursue stronger business synergies in the corporate wellness domain. Concurrently, the company will forgive 459 million yen of the 509 million yen in loans and accrued interest owed by Ashita no Team, with the remaining 50 million yen to be transferred to the acquirer.

HISAMITSU PHARMACEUTICAL CO.,INC.

4530 · 久光製薬株式会社

Taiyo Sangyo Co., Ltd. has successfully completed a tender offer for the company's ordinary shares, warrant rights, and American Depositary Receipts during the period from January 7, 2026 to February 19, 2026. As a result of acquiring 41,803,599 shares (exceeding the minimum threshold of 41,119,400 shares), Taiyo Sangyo will become the new parent company with 61.81% voting rights as of the settlement date of February 27, 2026, increasing from its previous 2.51% stake.

SOLITON SYSTEMS K.K.

3040 · 株式会社ソリトンシステムズ

The company decided to divest its entire ownership stake in Solition Shanghai (索利通網絡系統（上海）有限公司), a 100% subsidiary in China, in two tranches (90% in March 2025 and remaining 10% in December 2025). The divestiture was driven by the subsidiary's recent losses due to Chinese Japanese enterprises reducing or withdrawing operations amid heightened geopolitical risks.

AMIYA Corporation

4258 · 株式会社網屋

The company reports a material change in major shareholders. Canon Marketing Japan Co., Ltd. has become a new major shareholder and top shareholder, acquiring 11,950 voting rights (14.58% stake), while Chakuru Co., Ltd. has ceased to be a major shareholder, divesting its entire 23,296 voting rights (previously 27.41% stake). The ownership transition is scheduled to occur on February 19, 2026.

Next Generation Technology Group, Inc.

319A · 株式会社技術承継機構

The company's consolidated subsidiary NGTG18 has decided to acquire all issued shares of Osaki Dengyosha Co., Ltd., a manufacturer of electromagnetic clutches/brakes and slip rings, on February 19, 2026. The acquisition aligns with the parent company's mission as a serial acquirer of manufacturing companies to preserve and transfer advanced technologies to the next generation. Osaki Dengyosha will become a specific subsidiary with 100% voting rights ownership effective March 31, 2026.

Mitsubishi Logisnext Co., Ltd.

7105 · 三菱ロジスネクスト株式会社

LVJ Holdings 2 LLC has completed a tender offer for the company's ordinary shares and warrant securities during the period from January 21 to February 18, 2026, resulting in a change of major shareholders. LVJ Holdings 2 LLC acquired 180,893 voting rights (16.91% of total voting rights), becoming a new major shareholder with settlement scheduled for February 26, 2026.

YAMANO HOLDINGS CORPORATION

7571 · 株式会社ヤマノホールディングス

The company resolved to acquire all outstanding shares of Arknet Co., Ltd., an operator of 7 individual tutoring schools under the 'School IE' franchise in Tokyo, making it a wholly-owned subsidiary. This acquisition is part of the company's medium-term management plan 'Tsunageru 2027' to expand its education business segment and accelerate dominant market strategy in the Tokyo metropolitan area, which is identified as the most important domestic market for education services.

Newtech Co., Ltd.

6734 · 株式会社ニューテック

Sakusa Co., Ltd., as a special controlling shareholder, submitted a stock sell-out request on February 19, 2026, requiring all minority shareholders to sell their shares at ¥2,650 per share. The company's board approved this request, which aims to make the company a wholly-owned subsidiary of Sakusa following a prior public tender offer process.

Fureasu Co.,Ltd.

7062 · 株式会社フレアス

The company resolved to transfer all of its care services business to Sky Heart Co., Ltd., a consolidated subsidiary, effective April 1, 2026. This transfer is part of the group's strategy to optimize resource allocation, clarify profit/loss responsibilities, and establish a flexible organizational structure for future partnerships and M&A.

BuySell Technologies Co.,Ltd.

7685 · 株式会社BuySell Technologies

BuySell Technologies will acquire the store retail business (店舗買取事業) of its wholly-owned subsidiary REGATE Corporation through an absorption-type company split effective April 1, 2026. The transaction aims to unify brand operations and streamline group management by consolidating the FUKU-CHAN store brand under the parent company's Baisell brand.

GMO TECH Holdings, Inc.

415A · GMO TECHホールディングス株式会社

GMO TECH Co., Ltd. (a consolidated subsidiary) will acquire all shares of Tri Hatch Inc. for approximately 642 million yen, approved by the board on February 17, 2026. Tri Hatch, which operates MEO and SaaS/web marketing services with about 70,000 store customers, will become a wholly-owned grandchild company and designated as a specified subsidiary due to its asset size relative to parent company capital.

TOIN CORPORATION

7923 · トーイン株式会社

CSRI 5-gou Corporation has successfully completed a tender offer for the company's ordinary shares from December 23, 2025 to February 16, 2026, acquiring 4,637,030 shares. Upon settlement on February 24, 2026, CSRI 5-gou will become the new parent company and major shareholder with 92.13% voting rights, while CSRI 4-gou Corporation (CSRI 5-gou's parent) will also become a parent company through indirect ownership.

Life Intelligent Enterprise Co.,Ltd.

5856 · 株式会社エルアイイーエイチ

The company resolved to absorb and merge two wholly-owned subsidiaries: Wits Co., Ltd. (education business) and Orion Capital Investment Co., Ltd. (insurance agency business) as of March 31, 2026. The merger aims to streamline dormant companies within the group, reduce management costs, and improve operational efficiency.

Nousouken Corporation

3541 · 株式会社農業総合研究所

SOMPO Light Vortex Co., Ltd. successfully completed a tender offer for the company's ordinary shares and stock options, acquiring 16,562,200 shares and 1,600 warrant certificates. Following settlement on February 24, 2026, SOMPO Light Vortex and its parent company SOMPO Holdings Co., Ltd. become the new parent company with 76.68% voting rights, replacing previous major shareholders Plenty Inc. and Japan Post Capital Co., Ltd.

Sumitomo Forestry Co.,Ltd.

1911 · 住友林業株式会社

Sumitomo Forestry's 100% subsidiary (SFAM) will acquire all shares of Tri Pointe Homes, Inc. (TPH), a major NYSE-listed US homebuilder, through a reverse triangle merger. The acquisition, valued at approximately $4.281 billion and priced at $47 per share, is planned for Q2 2026 and aims to expand Sumitomo Forestry's US single-family housing business to approximately 18,000 units annually, supporting its Mission TREEING 2030 target of 23,000 units.

Kufu Company Holdings Inc.

4376 · 株式会社くふうカンパニー

The company executed a termination agreement for a capital and business alliance contract with Hayate 223 Corporation on February 16, 2026. As a result, the company recorded a contract cancellation settlement amount of 303 million yen as extraordinary gain in the first quarter of fiscal year ending September 2026, reversing previously recorded expenses.

giftee Inc.

4449 · 株式会社ギフティ

Gifti Inc. announced a corporate restructuring through a stock transfer (単独株式移転) to establish a pure holding company, Gifti Group Inc., effective July 1, 2026. The restructuring aims to separate management functions from business operations, enhance group governance, and accelerate growth strategy through improved capital allocation and M&A decision-making. The current Gifti Inc. will become a wholly-owned subsidiary of the newly established holding company, with shareholders receiving a 1:1 share exchange ratio.

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The company's subsidiary JERA Americas Holdings Inc. acquired 100% equity interest in South Mansfield E&P, LLC, a US-based shale gas development and production company, for USD 397.5 million. This acquisition qualifies South Mansfield E&P, LLC as a specified subsidiary (特定子会社) of the company, as its capital amount reaches at least 1/10 of the company's capital. The transaction was completed on January 30, 2026 (US time).

Fast Fitness Japan Incorporated

7092 · 株式会社Fast Fitness Japan

The company's Board of Directors resolved on February 13, 2026 to convene an extraordinary shareholders' meeting on March 19, 2026 to approve a stock consolidation (4,554,450 shares to 1 share) as part of a going-private transaction. JG35 Corporation, backed by JGIA and Oak (a family asset management company), is acquiring all outstanding shares to take the company private and implement long-term growth strategies without public market constraints.

Smaregi,Inc.

4431 · 株式会社スマレジ

SmareJi Corporation resolved to conduct an absorption merger with its wholly-owned subsidiary NetShop Support Room Co., Ltd. (株式会社ネットショップ支援室) effective May 1, 2026. The merger aims to integrate EC and POS operations, unify management and organizational structures, and accelerate synergy creation across product lines and customer solutions.

MS&AD Insurance Group Holdings, Inc.

8725 · MS&ADインシュアランスグループホールディングス株式会社

The company's board of directors approved an absorption merger whereby Mitsui Sumitomo Fire and Marine Insurance Co., Ltd. will be the surviving company and Aioi Nissay Dowa Insurance Co., Ltd. will be the dissolved company. The merger is scheduled for April 1, 2027, resulting in the delisting of Aioi Nissay Dowa Insurance from the company's subsidiary roster.

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Aioi Nissay Dowa Insurance Company will be absorbed and merged into Mitsui Sumitomo Fire and Marine Insurance Company, with the merger effective April 1, 2027. The merged entity will be renamed Mitsui Sumitomo Aioi Insurance Company. Both companies are wholly-owned subsidiaries of MS&AD Insurance Group Holdings, and no stock consideration will be exchanged as this is an internal group consolidation.

RAKUS Co.,Ltd

3923 · 株式会社ラクス

The company has decided to divest all shares of its consolidated subsidiary Raks Partners Co., Ltd. to BREXA Technology Co., Ltd. As a result of this share transfer, Raks Partners will be deconsolidated from the company's financial statements. The company expects to record a gain on sale of affiliated company shares of approximately 16.5 billion yen (consolidated) in the first quarter of fiscal year ending March 2027.