Scala, Inc. (TSE: 4845) said its board approved acquiring 80% of an unlisted, Kamakura-based store-systems company on July 23, 2026, for a total of about ¥858mn, comprising ¥840mn for the shares and ¥18mn in advisory fees. Before the sale closes, the target will spin off any business lines outside its core store-systems unit into a newly created company, so Scala ends up buying only the software operation. The share transfer is scheduled for September 1, 2026, and Scala holds an option to buy the remaining 20% later at a price tied to the company's future performance, with the aim of eventual full ownership.
The target has supplied point-of-sale software, TelephoneMaster, along with contract-management, customer-service and staff-scheduling tools to telecom carrier shops for more than three decades, building up operational know-how through that long-running support work. Its systems run in roughly 2,500 mobile-carrier retail outlets nationwide. Before the deal, one shareholder controlled 52.2% of the company, with the remainder split among a handful of other holders.
Scala said that after talks and due diligence with the target's management, it concluded the company's real value lies not in the point-of-sale software itself but in the operational know-how, customer relationships and store data accumulated over those decades. The plan is to combine that retail-operations knowledge with Scala's generative AI, AI SaaS, AI business-process outsourcing, FAQ and search technology to build what it calls an AI operation platform, then extend the model beyond telecom shops into finance, insurance, retail chains and local-government services. Scala also wants to cross-sell its AI SaaS and AI BPO products directly into the target's roughly 2,500-store customer base.
On a post-split, pro forma basis, the target reported sales of ¥959mn and operating profit of ¥180mn for the year ended December 2025, though net assets fell to ¥22mn from ¥157mn a year earlier, reflecting a fiscal-year change and the pending corporate split. Scala said the effect on its own consolidated results for the year to December 2026 is still under review and will be disclosed if it turns out to be material.