Real Quality Co., Ltd. (398A) said its board on Oct. 16 approved absorbing wholly owned subsidiary Fuji Corporation, a ryokan operator with revenue of ¥247 million in the year ended August 2025, effective Dec. 1, 2026.
Fuji Corporation runs ryokan (Japanese inn) operations for the group. Real Quality said the merger aims to consolidate management resources in that business and improve operational efficiency.
Real Quality will be the surviving company and Fuji Corporation will be dissolved. Because the subsidiary is wholly owned, no new shares will be issued and no cash or other consideration will be paid. The deal qualifies as a simplified merger under Article 796, Paragraph 2 and a short-form merger under Article 784, Paragraph 1 of the Companies Act, so neither company needs shareholder approval of the merger agreement, which was signed on Oct. 16.
Fuji Corporation, based in Owani, Aomori Prefecture, was founded in September 1968 and has capital of ¥90 million and 47 employees. Real Quality, listed on TOKYO PRO Market and headquartered in Shibuya, Tokyo, is 98.9% owned by its chief executive.
| Item (¥ million) | Real Quality (FY Dec. 2025, consolidated) | Fuji Corporation (FY Aug. 2025) |
|---|---|---|
| Revenue | 1,050 | 247 |
| Operating profit | 65 | 8 |
| Ordinary profit | 61 | 11 |
| Net profit | 47 | 11 |
| Net assets | 382 | 117 |
| Total assets | 884 | 320 |
Real Quality's trade name, address, representative, business, capital and fiscal year-end will not change. The company said the merger will have no impact on consolidated earnings because it involves a consolidated subsidiary.
The merger is scheduled to take effect on Dec. 1, 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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