Announcement • 11h
HEROZ, Inc. Revises Consolidated Earnings Guidance for the Year Ended April 30, 2026 HEROZ, Inc. revised consolidated earnings guidance for the year ended April 30, 2026. For the year, company expects net sales of JPY 6,424 million, operating income of JPY 523 million, net income attributable to owners of parent of JPY 376 million and net income per share of JPY 24.75 compared to previous guidance of net sales of JPY 6,400 million, operating income of JPY 500 million, net income attributable to owners of parent of JPY 50 million and net income per share of JPY 3.29. Following the announcement of the capital transactions described above, the Company has been carefully assessing their impact on the full-year consolidated earnings forecast in consultation with its independent auditor. As the outlook for such impact has now become reasonably clear, the Company has decided to revise its full-year consolidated earnings forecast. In connection with these capital transactions, the Company expects to recognize transaction-related expenses of JPY 114,838,000, a gain on sale of subsidiary shares of JPY 311,135,000, and income taxes-deferred (gain) of JPY 99,249,000 resulting from the recognition of deferred tax assets. In addition, due to the decline in the fair value of the Bitcoin (BTC) crypto assets held by the Company at the end of the fiscal year, the Company expects to recognize a loss on valuation of crypto assets of JPY 30,065,000 as a non-operating expense. Together with the foregoing, the Company has carefully reviewed and discussed its full-year results with its independent auditor, and as the outlook for the relevant figures has become reasonably clear, the Company has revised its full-year earnings forecast accordingly. Announcement • Apr 21
GMO GlobalSign Holdings K.K. (TSE:3788) agreed to acquire 94.36% stake in Strategit Co., Ltd. from HEROZ, Inc. (TSE:4382) for approximately ¥420 million. GMO GlobalSign Holdings K.K. (TSE:3788) agreed to acquire 94.36% stake in Strategit Co., Ltd. from HEROZ, Inc. (TSE:4382) for approximately ¥420 million on April 20, 2026. A cash consideration of ¥424.6 million will be paid by GMO GlobalSign Holdings K.K.
HEROZ, Inc. (TSE:4382) will transfer 79,499 shares of StrategIT to GMO GlobalSign HD. The transaction is expected to complete on or around April 30, 2026. Announcement • Apr 15
HEROZ, Inc. (TSE:4382) executed a share exchange agreement to acquire remaining 57.20% stake in Vario Secure Inc. (TSE:4494) from group of shareholders for ¥2.2 billion. HEROZ, Inc. (TSE:4382) executed a share exchange agreement to acquire remaining 57.20% stake in Vario Secure Inc. (TSE:4494) from group of shareholders for ¥2.2 billion on April 14, 2026. Upon completion, HEROZ, Inc. will own 100% stake in Vario Secure Inc. 0.99 HEROZ Common Shares will be allotted and delivered for each one (1) Variosecure Common Share. However, no allotment of shares through the Share Exchange will be made with respect to the Variosecure Common Shares held by HEROZ. Variosecure Common Shares are expected to be delisted from the Standard Market of the Tokyo Stock Exchange on June 26, 2026, in accordance with the delisting criteria of the Standard Market of the Tokyo Stock Exchange. Establishment of a Special Committee Comprising Members with No Conflicts of Interest and Obtaining of a Written Report at Variosecure.
The transaction is subject to approval of merger agreement by target board and approval of offer by acquirer board. The deal has been approved by the board. The expected completion of the transaction is June 30, 2026.
Maxus Corporate Advisory acted as fairness opinion provider to Variosecure, Mori Hamada & Matsumoto acted as legal advisor to HEROZ, Anderson Mori & Tomotsune acted as legal advisor to Variosecure,