Scala Acquires Terra Co. for Strategic AI Integration

TOKYO, Jul 23 (Pulse News Wire) – Scala,inc. (4845.T) announced that its board of directors held on July 23 decided to acquire Terra Co.'s shares and integrate it as a subsidiary.

Prior to the acquisition, Terra Co. plans to undergo a spin-off, transferring operations related to System Solution Jigyou Igai to a newly established company. Scala intends to purchase approximately 80% of Terra Co.’s outstanding shares post-spinoff, aiming for complete integration through future option contracts based on performance metrics. Background and Purpose: Since its founding in 1991, Scala Group has focused on IT development, finance, and addressing various management and societal issues. In September 2025, the group outlined its mid-term plan, emphasizing AI-driven services and digital transformation (DX). The acquisition of Terra Co. aligns with their strategy to enhance AI capabilities and expand DX initiatives across multiple sectors. Expected Synergies: By combining Terra’s extensive operational knowledge and customer base with Scala's AI technologies, the companies aim to develop advanced support systems for retail operations, back-office tasks, and store management.

Additionally, they plan to leverage Terra’s expertise in complex retail processes to This strategic investment is not merely aimed at expanding business scale but focuses on establishing competitive advantages in business operation platforms during the AI era. Through integrating AI technology with business operations, Scala seeks to create new value, improve enterprise productivity, and address social challenges such as labor shortages. The acquisition also supports the realization of Scala's mid-term growth strategies outlined in its business plan. Financial Details: As part of the deal, Scala will acquire approximately 3,872 shares of Terra Co., representing roughly 80% of voting rights. The total estimated cost includes ¥840 million for the ordinary shares and ¥18 million for advisory fees, totaling ¥858 million. Post-acquisition, Terra Co. will operate as a wholly-owned subsidiary of Scala, with the transaction scheduled to close on September 1, 2026. Future Outlook: Scala anticipates that this move will contribute to near-term performance improvements while fostering long-term corporate value enhancement through innovative service development and strengthened DX competitiveness.

Detailed impacts on consolidated earnings for the current fiscal period are still being evaluated, and any significant findings will be disclosed promptly.