ENECHANGE agreed on October 23 to sell all shares of ENECHANGE Customer Service to Port for ¥200mn, or ¥200,000 a share for 1,000 shares. The subsidiary will first take over the offline-centred part of ENECHANGE's household electricity and gas switching business, meaning call centres and agency networks, through an absorption-type split on December 1. The share sale is set for the same day, after the split takes effect.
What leaves and what stays
The part being sold loses money. In the year to March 2026 it had sales of about ¥2.0bn and a business profit of about minus ¥200mn before head-office costs. The stock revenue from contracts already won, about ¥400mn of sales and about ¥300mn of profit, stays with ENECHANGE.
ENECHANGE expects an extraordinary gain of about ¥200mn in the year to March 2027. It says the effect on consolidated results is still under review, because deconsolidation also changes operating profit. It says the price reflects the March 2026 results, three-year projections and Port's due diligence. Port already holds 1.33% of ENECHANGE.
Darwin is done, and carries debt terms
The Darwin deal has closed. ENECHANGE bought all of the company, which performs legally required load-test inspections of emergency generators, on July 31 for ¥575.6mn in cash. It booked goodwill of ¥559.7mn, amortised over ten years, plus ¥36.2mn of advisory fees. Darwin added ¥46.5mn to sales in August and September. The report attributes the goodwill mainly to expected future excess earning power.
Darwin's shares secure a ¥292.9mn loan. Its covenants require ENECHANGE to keep its Darwin stake at the level on the agreement date unless the lender consents in writing, and to hold a debt service coverage ratio of at least 1.05 times. The first test falls at the end of December 2026.
The half-year backdrop
Interim sales were ¥2.63bn, down 11.7%. Operating profit was ¥242.8mn, down 24.9%, and net profit was ¥190.1mn against a ¥229.4mn loss a year earlier. Full-year guidance is unchanged.
Management says it wants to bring AI and digital tools into inspection work and pursue further roll-up acquisitions. For now that is a stated aim; the evidence shows Darwin's revenue contribution, not AI-driven gains.