Iore Inc. (2334) said on Oct. 15 it will make AI data center developer WOODMAN a wholly owned subsidiary through a share exchange, allotting 5,727.38 Iore shares for each WOODMAN share and issuing 3,436,428 new shares, or 7.97% of its issued stock.
The boards of both companies approved the deal on Oct. 15, 2026, and signed the share exchange agreement the same day. Iore will cover the allotment entirely with newly issued common shares, equal to 7.97% of the 43,078,920 shares it had issued as of Sept. 30, 2026. The company said the deal is expected to change its major shareholders, including its largest major shareholder.
Founded in October 2017, WOODMAN sells AI servers and storage and has expanded into building modular AI data centers and related consulting. It projects sales of ¥12,845 million and operating profit of ¥350 million for the fiscal year ending September 2026. The two companies have no capital or personnel ties but have been working together on AI data centers and immersion cooling, including WOODMAN's IMMERSIA solution.
Iore's AI data center business, launched in April 2025, posted sales of more than ¥10 billion in the fiscal year ended March 2026. Iore said it chose shares over cash to align interests with WOODMAN's shareholders and to preserve funds for growth investment. After the integration, it plans to develop both 100MW-class and smaller sites, including 2MW-class facilities. WOODMAN Representative Director Shinjiro Ono and the rest of its management will stay on. The exchange ratio was set with reference to a valuation by independent third party Sakura Accounting G.K.
Iore's extraordinary shareholders' meeting to approve the deal is scheduled for Nov. 27, 2026, with WOODMAN's meeting planned for November. The exchange is scheduled to take effect on Nov. 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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