Techno Mathematical Co., Ltd.
Notice Regarding the Conclusion of a Share Exchange Agreement between Avell Data Corporation and TechnomathmSys (Simplified Share Exchange)
Avell Data and TechnomathmSys conduct a share exchange. Avell Data becomes the parent company and TechnomathmSys becomes the wholly owned subsidiary, with TechnomathmSys to be delisted. The exchange consideration is cash of 690 yen per TechnomathmSys share. Measures to ensure fairness include establishment of an independent committee, third-party valuation, and involvement of multiple legal and financial advisors.
Key Figures
- 本株式交換対価: 690 円/株
- 上場廃止日: 2026年10月1日（最終売買日 2026年9月30日）
- アバールデータ資本金: 2,354 百万円
AI要約
Overview of the share exchange
This simplified share exchange procedure designates Avell Data as the wholly parent company and TechnomathmSys as the wholly owned subsidiary. The effective date is scheduled for December 3, 2026. Delisting of TechnomathmSys is planned by that date. As consideration, Avell Data will pay cash of 690 yen per share to shareholders immediately prior to the acquisition of TechnomathmSys shares. To ensure fairness, the company will obtain a valuation report from a third-party appraisal institution, establish an independent special committee, and involve multiple legal and financial advisors.
Outlook and impact
The share exchange is expected to enable product development through integration of technologies and products from both companies, and expand business scale by proposing licensing of TechnomathmSys technology to Avell Data's customers. After delisting, cash-based share buyout opportunities will be offered, and funds are expected to be secured through group financing. The impact on future consolidated results is currently undetermined, and earnings guidance may be revised as needed.
Avell Data Corporation
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