Comture : Notice of Acquisition of SoftwareCreation
April 05, 2022 at 09:42 pm EDT
Share
March 31, 2022
Company name:
Japan
Representative:
Koichi Mukai, Chairman & CEO
Stock code:
3844
Listing:
Tokyo Stock Exchange, First Section
Contact:
Osamu Noma, Member of the board,
Executive Vice President
Tel: +81-(0)3-5745-9700
COMTURE CORPORATION
1-11-2, Osaki, Shinagawa-ku, Tokyo,
Notice of Acquisition of SoftwareCreation
COMTURE CORPORATION has decided to acquire all of the outstanding shares of SoftwareCreation CO.,LTD. An agreement for the acquisition of this stock was concluded with Mr. Hajime Machida, the controlling shareholder of this company, on March 31, 2022.
1. Reason for stock acquisition
The cloud solutions business and digital solutions business of the COMTURE Group are providing a broad range of services in the digital transformation (DX) domain as the pace of the global DX increases. This focus on the DX market has enabled the COMTURE Group to grow at an average annual rate of 15% since its inception.
SoftwareCreation provides web-based system development services and infrastructure construction services primarily to companies in the Fujitsu Group.
COMTURE concluded an agreement for the acquisition of SoftwareCreation because it believes that the acquisition will add a team of experienced engineers to the COMTURE Group, which is expected to result in synergies and contribute to double-digit organic growth. In addition, this acquisition will help make it possible to achieve the expansion of business operations accompanied by an increase in added value generated by group companies. These benefits are expected to enable COMTURE to continue increasing its corporate value.
System development (web, client servers, etc.), construction of infrastructure
(5)Capital
36 million yen
(6)Established
May 1975
(7)Major shareholders and shareholding ratio
Hajime Machida: 53.3%
Hideto Matsuzaka: 15.1%
(8)Relationships between COMTURE and SoftwareCreation
Capital
Not applicable.
Personnel
Not applicable.
Business
Not applicable.
(9)Results of operations and financial position for the past three years (Unit: millions of yen)
Year ended
March 2019
March 2020
March 2021
Net assets
416
496
539
Total assets
1,527
1,425
1,270
Net sales
2,073
2,184
1,506
Operating profit
140
120
33
Ordinary profit
143
122
73
Profit
94
83
47
3. Overview of the seller
(1)Name
Hajime Machida
(2)Address
Izumi-ku, Yokohama, Kanagawa
(3)Relationships between COMTURE and Mr. Machida
Not applicable.
4. Number of shares to be acquired, acquisition cost and shares owned before and after the acquisition
(1)No. of shares owned before acquisition
0 share
(No. of voting rights: 0)
(Voting rights ownership ratio: 0.0%)
(2)No. of shares to be acquired
72,000 shares
(No. of voting rights: 72,000)
(3)Acquisition cost (estimate)
Common shares of SoftwareCreation Due diligence expenses, etc.
Total
500 million yen 4.8 million yen 504.8 million yen
(4)No. of shares owned after acquisition
72,000 shares
(No. of voting rights: 72,000)
(Voting rights ownership ratio: 100.0%)
5. Schedule
(1)Resolution date
March 16, 2022
(2)Contract signing
March 31, 2022
(3)Acquisition date
April 25, 2022 (tentative)
6. Outlook
As a result of this acquisition, SoftwareCreation will become a consolidated subsidiary of COMTURE from the first quarter of the fiscal year ending March 31, 2023. The impact on the consolidated results of operations is expected to be minimal.
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Disclaimer
Comture Corporation published this content on 06 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 April 2022 01:41:01 UTC.
COMTURE CORPORATION is a Japan-based company mainly engaged in the provision of information processing services, including the proposal, building, maintenance and operation of computer systems. The Company operates in three business segments. The Solution Service segment is engaged in the proposal, building, maintenance and operation of groupware products of the Company, as well as IBM Japan, Ltd. and Microsoft Corporation. This segment also provides support services for its customers' business process reform through enterprise resource planning (ERP) packaged software SAP R/3, as well as the construction of business and information systems for client corporations using the Internet. The Product Distribution segment is engaged in the marketing and sale of its products. The Network Service segment provides system management, inspection and help desk services.
COMTURE CORPORATION 
