Bizmates, Inc. (9345) said it will buy 90.7% of With The World for ¥195,965,217 in cash and acquire the rest through a simplified share exchange involving 34,364 new shares, making the online international exchange provider a wholly owned subsidiary.
Kobe-based With The World, founded on April 2, 2018, plans and runs online international exchange classes and also acts as a travel agency agent and non-life insurance agent. It has a network of more than 500 local schools in 67 countries, connecting them online for English-language problem-solving programs on the SDGs and social issues, and has handled work under the education ministry's EDU-Port Nippon program. It had 10 employees as of March 31, 2026.
Bizmates said the deal aims to capture demand for project-based learning driven by the GIGA School initiative and inquiry-based learning, and to expand its customer base from businesspeople to schools, local governments and students.
Bizmates will buy 313 of With The World's 345 shares from its president, Igarashi. Including estimated advisory and other fees of ¥5 million, the total comes to about ¥200,965,217, funded entirely from cash on hand. The remaining 32 shares will be acquired in the exchange at a ratio of 1,073.875 Bizmates shares for each With The World share.
Bizmates' shares were valued at ¥583, their closing price on Oct. 2, 2026. Funai Soken Agata FAS put With The World's value at ¥175 million-¥211 million using comparable companies and ¥247 million-¥332 million using a DCF analysis; the parties agreed on ¥216 million, or ¥626,087 per share.
Shares issued in the exchange will carry a three-year lock-up, and Igarashi will remain an officer for at least three years. The exchange will proceed as a simplified procedure under Article 796(2) of the Companies Act, without a shareholder vote.
The share purchase is scheduled to close on Oct. 16, 2026, and the share exchange is scheduled to take effect on Oct. 30, 2026.
| Hikari Tsushin, Inc. | |
| Offer price | ¥1,000 per common share |
| M&A / TOB | 1 |
| Guidance | 0 |
| Buybacks | 0 |
| Dividends | 0 |
| Capital | 0 |
| Earnings | 0 |
| People | 0 |
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