Ureru Net Ads Group (9235) Announces Share Transfer Agreement (Subsidiary Acquisition) of ADWAYS CHINA and ADWAYS ASIA, Chinese Digital Marketing Companies with Annual Transaction Volume of "3.3 Billion Yen"
Ureru Net Ads Group announced the acquisition of Chinese digital marketing companies "ADWAYS CHINA" and "ADWAYS ASIA" through a share transfer agreement. This strategic move aims to strengthen the company's digital marketing business in the Chinese market and accelerate its global expansion.
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- 📰 Published: May 1, 2026 at 00:55
- 🔍 Collected: April 30, 2026 at 16:31
- 🤖 AI Analyzed: April 30, 2026 at 16:42 (10 min after Collected)
Ureru Net Ads Group Co., Ltd. (Headquarters: Fukuoka City, Fukuoka Prefecture; Representative Director and CEO: Sohei Uekihara; TSE Growth Market: Securities Code 9235; hereinafter referred to as "the Company") hereby announces that at a Board of Directors meeting held today, it resolved to enter into a share transfer agreement with ADWAYS Co., Ltd. (Securities Code 2489, hereinafter referred to as "ADWAYS"), a company listed on the TSE Standard Market, to acquire shares of its Chinese subsidiary, "ADWAYS ADVERTISING (Shanghai) Co., Ltd." (hereinafter referred to as "ADWAYS CHINA"), and its Hong Kong subsidiary, "ADWAYS ASIA HOLDINGS LIMITED" (hereinafter referred to as "ADWAYS ASIA"), thereby making them subsidiaries, as detailed below.
Note
1. Reasons for Share Acquisition
The Company Group has positioned cross-border EC and global expansion as core elements of its mid-to-long-term growth strategy, in addition to its digital marketing business centered on the D2C and EC domains. The Chinese market, in particular, is recognized as one of the world's largest EC and SNS markets, with high growth expected due to the expansion of live commerce and influencer marketing.
In this context, ADWAYS CHINA and ADWAYS ASIA have been providing digital marketing support in the Chinese market for many years, possessing a proven track record in areas such as brand advertising, app marketing, and live commerce, along with local platform networks and customer bases.
Furthermore, through this acquisition, the Company Group will acquire a business foundation with stable sales scale and profit generation capabilities, enabling immediate business development in the Chinese market.
By this share acquisition, the Company will integrate the "Strongest Selling Know-how®" cultivated in the D2C/EC domain in the Japanese market with the local Chinese network and operational capabilities of the target companies, thereby enhancing marketing support in the Chinese SNS, EC, and live commerce sectors.
Moreover, by deploying the Company's strength in "selling mechanisms" to the Chinese market, it aims to provide high-value-added services beyond traditional advertising support, thereby expanding revenue opportunities and accelerating business growth.
Additionally, this acquisition will enable the Company Group to build a full-funnel marketing support system that integrates app advertising, brand advertising, influencer marketing, and SNS operations, evolving into a platform that supports clients in maximizing their LTV.
This transaction was determined to be a critical strategic investment to accelerate mid-to-long-term sales growth and profitability improvement, as it secures a business foundation in the Chinese market while simultaneously serving as a starting point for the global expansion of the Company Group's marketing know-how.
2. Overview of the Companies Whose Shares Are to Be Acquired (as of December 31, 2025)
(1) ADWAYS CHINA
* ADWAYS CHINA operates under a model where interests are held based on investment ratios, rather than issuing shares. Therefore, the descriptions of net assets per share, net income/loss per share, and dividends per share are omitted.
(2) ADWAYS ASIA
*1 ADWAYS ASIA also conducts business other than advertising, and these businesses, assets, and liabilities are scheduled to be transferred to a subsidiary to be spun off, which will be implemented by the share transfer execution date. Although the recent three-year operating results and financial condition of the said company (9) include non-advertising businesses, these are not subject to this share acquisition.
*2 The operating results and financial condition of the said company for the fiscal year ending December 2025, subject to this acquisition, are net assets of 4 million yen, total assets of 552 million yen, sales of 284 million yen, and ordinary profit of 27 million yen. However, these figures are estimates made by ADWAYS ASIA and have not been audited.
3. Overview of the Counterparty Acquiring Shares (as of December 31, 2025)
4. Number of Shares Acquired, Acquisition Price, and Status of Shares Owned Before and After Acquisition
(1) ADWAYS CHINA
* ADWAYS CHINA operates under a model where interests are held based on investment ratios, rather than issuing shares. Therefore, the description is based on ratios.
(2) ADWAYS ASIA
(3) Acquisition Price
Interest in ADWAYS CHINA: 1 yen
Common shares of ADWAYS ASIA: 1 yen
Due diligence costs and share valuation costs (estimated): 4 million yen
Total (estimated): 4 million yen
(Note) Due diligence costs and share valuation costs
Note
1. Reasons for Share Acquisition
The Company Group has positioned cross-border EC and global expansion as core elements of its mid-to-long-term growth strategy, in addition to its digital marketing business centered on the D2C and EC domains. The Chinese market, in particular, is recognized as one of the world's largest EC and SNS markets, with high growth expected due to the expansion of live commerce and influencer marketing.
In this context, ADWAYS CHINA and ADWAYS ASIA have been providing digital marketing support in the Chinese market for many years, possessing a proven track record in areas such as brand advertising, app marketing, and live commerce, along with local platform networks and customer bases.
Furthermore, through this acquisition, the Company Group will acquire a business foundation with stable sales scale and profit generation capabilities, enabling immediate business development in the Chinese market.
By this share acquisition, the Company will integrate the "Strongest Selling Know-how®" cultivated in the D2C/EC domain in the Japanese market with the local Chinese network and operational capabilities of the target companies, thereby enhancing marketing support in the Chinese SNS, EC, and live commerce sectors.
Moreover, by deploying the Company's strength in "selling mechanisms" to the Chinese market, it aims to provide high-value-added services beyond traditional advertising support, thereby expanding revenue opportunities and accelerating business growth.
Additionally, this acquisition will enable the Company Group to build a full-funnel marketing support system that integrates app advertising, brand advertising, influencer marketing, and SNS operations, evolving into a platform that supports clients in maximizing their LTV.
This transaction was determined to be a critical strategic investment to accelerate mid-to-long-term sales growth and profitability improvement, as it secures a business foundation in the Chinese market while simultaneously serving as a starting point for the global expansion of the Company Group's marketing know-how.
2. Overview of the Companies Whose Shares Are to Be Acquired (as of December 31, 2025)
(1) ADWAYS CHINA
* ADWAYS CHINA operates under a model where interests are held based on investment ratios, rather than issuing shares. Therefore, the descriptions of net assets per share, net income/loss per share, and dividends per share are omitted.
(2) ADWAYS ASIA
*1 ADWAYS ASIA also conducts business other than advertising, and these businesses, assets, and liabilities are scheduled to be transferred to a subsidiary to be spun off, which will be implemented by the share transfer execution date. Although the recent three-year operating results and financial condition of the said company (9) include non-advertising businesses, these are not subject to this share acquisition.
*2 The operating results and financial condition of the said company for the fiscal year ending December 2025, subject to this acquisition, are net assets of 4 million yen, total assets of 552 million yen, sales of 284 million yen, and ordinary profit of 27 million yen. However, these figures are estimates made by ADWAYS ASIA and have not been audited.
3. Overview of the Counterparty Acquiring Shares (as of December 31, 2025)
4. Number of Shares Acquired, Acquisition Price, and Status of Shares Owned Before and After Acquisition
(1) ADWAYS CHINA
* ADWAYS CHINA operates under a model where interests are held based on investment ratios, rather than issuing shares. Therefore, the description is based on ratios.
(2) ADWAYS ASIA
(3) Acquisition Price
Interest in ADWAYS CHINA: 1 yen
Common shares of ADWAYS ASIA: 1 yen
Due diligence costs and share valuation costs (estimated): 4 million yen
Total (estimated): 4 million yen
(Note) Due diligence costs and share valuation costs