Pasona Group (2168) said it agreed to tender its entire 1,440,000-share stake (32.31%) in equity-method affiliate Circlace into a tender offer by HHH1 G.K., and expects an extraordinary gain of about ¥2.6 billion in consolidated results for the fiscal year ending May 2027 if the offer succeeds.
Pasona's board approved the tender agreement with HHH1 G.K. on Oct. 22, 2026. If the offer is completed, Circlace will cease to be an equity-method affiliate of Pasona. The release gives Pasona's ownership ratio as 32.31% in its main text and 32.89% in the target profile; as of March 31, 2026, Circlace's largest shareholder was TQUILA LIMITED with 34.87%.
Circlace, established on Nov. 1, 2012 and headquartered in Chuo-ku, Tokyo, provides one-stop Salesforce consulting from implementation to maintenance and operation, along with its own SaaS products and ServiceNow-related services. Pasona said intensifying competition in IT, driven by technological change including generative AI, led it to review Circlace's position within the group. It concluded the offer is expected to enhance Circlace's medium- to long-term corporate value and that the planned purchase price is appropriate. The release does not state the offer price.
Circlace's consolidated results:
| Item (¥ million) | FY to Mar. 2024 | FY to Mar. 2025 | FY to Mar. 2026 |
|---|---|---|---|
| Net sales | 2,900 | 3,804 | 4,540 |
| Operating profit | -85 | 203 | 266 |
| Net profit attributable to owners of parent | -39 | 184 | 207 |
On the sale of the 1,440,000 shares, Pasona expects a gain on sale of shares of affiliates of about ¥2.9 billion on a non-consolidated basis and about ¥2.6 billion on a consolidated basis for the fiscal year ending May 2027, both booked as extraordinary gains. It is reviewing its full-year consolidated forecast, including other factors, and will disclose promptly if a revision is needed.
The tender offer runs from Oct. 23 to Dec. 7, 2026. Results are due on Dec. 8, with settlement starting on Dec. 14.
| 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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