Hitotohito Holdings' board resolved on July 16 to buy all the shares of SPD & Company, the holding company for security and staffing firm SPD Co., Ltd, for a total ¥3.16bn: ¥3.03bn for the stock plus ¥130mn in advisory fees. The Japan Fair Trade Commission cleared the deal on July 14, and the share transfer is scheduled for July 31.
SPD, based in Saitama and active across Saitama, Gunma, Tochigi, Tokyo, Kanagawa and Osaka, posted revenue of ¥8.32bn and net income of ¥141.7mn in the year to March 2026, with adjusted EBITDA of ¥360mn. More than 90% of its contracts are repeat business from existing clients, a base management calls unusually stable for the security-staffing trade.
The rationale is labor, not just geography. Hitotohito wants to pool SPD's roster of over 3,000 security workers with its own group of more than 12,000, shifting staff between clients as demand for office, retail and sports-venue security rises and falls. Saitama, Gunma and Tochigi are areas where Hitotohito currently has little presence.
Hitotohito is funding the purchase entirely with debt rather than new shares, splitting a ¥3.0bn loan evenly between Bank of Fukuoka and Saitama Resona Bank.
| Lender | Amount | Term | Covenant |
|---|---|---|---|
| Bank of Fukuoka | ¥1.5bn | 7 years, floating rate, unsecured | None disclosed |
| Saitama Resona Bank | ¥1.5bn | 7 years, floating rate, unsecured | Cash flow ≥¥250mn and net assets ≥75% of prior year (or ¥700mn), from the year ending March 2028; breach adds 0.5 percentage points to the spread |
The Saitama Resona loan carries financial covenants that apply directly to SPD from the year ending March 2028: annual cash flow must stay at ¥250mn or above, and year-end net assets must hold at 75% of the prior year's level or ¥700mn, whichever is higher. Breach either test and the loan's interest spread rises by 0.5 percentage points.
Hitotohito says it is still assessing how the acquisition will affect next year's consolidated results and will update the market when that review is complete.