Suzuyo Shinwart, an IT services company listed on the Standard market of the Tokyo Stock Exchange, agreed on October 28, 2026, to acquire 70% of Tokka Systems, a privately held software developer in Tokyo's Chiyoda ward. Its board approved the purchase that day and the two sides signed the contract the same day, according to a filing on the exchange's TDnet disclosure system.
Suzuyo Shinwart will buy 28 of Tokka's shares for ¥232 million (about $1.5 million). With about ¥6 million (about $38,000) in estimated due diligence and related costs, it put the total at about ¥238 million (about $1.5 million). Part of the price is being paid in Suzuyo Shinwart stock and the rest in cash. The transfer is set for November 30, 2026, when Tokka will become a consolidated subsidiary.
The filing did not say what happens to the remaining 30% of Tokka or whether its management will change. It said the effect on group earnings was still being assessed.
What Tokka Systems does
Tokka Systems was founded on February 19, 2008, and has share capital of ¥10 million (about $63,000). It is based in the Kanda-Jimbocho district. The filing lists its work as systems consulting, business system development and construction, website production and operation support, smartphone app development, cloud infrastructure and digital transformation support, internet media services, and solution proposals that include the use of AI.
A recruiting profile on the job site paiza says Tokka had 36 employees as of June 2024 and that contract development made up about 90% of its business at the time. The profile says most projects start at the requirements stage and run through development and maintenance.
Suzuyo Shinwart described Tokka as a main business partner that has handled its system development and operations and maintenance work for many years. The two companies have a contract under which Tokka supports development work that Suzuyo Shinwart takes on for clients. According to the filing, Tokka has been moving to development methods that assume the use of AI, and has staff, technology and a track record in hands-on AI adoption support and fast prototype development.
The numbers
Tokka's sales grew in each of the last three fiscal years, which end in January, but its profits fell. Revenue rose from ¥493 million (about $3.1 million) in the year to January 2024 to ¥534 million (about $3.4 million) a year later and ¥575 million (about $3.6 million) in the year to January 2026.
Operating profit went the other way, from ¥23 million (about $146,000) to ¥13 million (about $82,000), then to an operating loss of ¥7 million (about $44,000) in the latest year. Net income fell from ¥14 million to ¥10 million and then ¥2 million (about $13,000). Net assets stood at ¥90 million (about $570,000) at the end of January 2026.
Suzuyo Shinwart is far larger. It reported consolidated sales of ¥20.67 billion (about $131 million) and operating profit of ¥1.75 billion (about $11 million) for the year to March 2026.
Why Suzuyo Shinwart is buying
Suzuyo Shinwart said expanding AI-based services and improving its development capability were among its main measures for long-term growth. By putting Tokka's people and know-how together with its own group's customers and business base, and by making decisions faster across both companies, it wants to set up and grow services that help clients adopt and use AI.
The company also said it aims to turn AI-driven rapid prototype development into a new systems integration service. In the system development and maintenance work the two firms already share, it expects closer cooperation to improve service quality and competitiveness and to make the business more stable.
Suzuyo Shinwart's website says it is part of the Suzuyo Group. The company offers data centres and cloud services, packaged HR, payroll and accounting software, web systems and logistics system development. Suzuyo group companies, including Suzuyo System Technology, Suzuyo Kosan and Suzuyo Holdings, are its largest shareholders, according to the filing.
Paying the owners in stock
Tokka was owned in equal halves by its representative director and a fellow director, who are both selling. Instead of cash for part of their shares, they will receive 20,974 Suzuyo Shinwart shares from the company's treasury stock, 10,487 each, priced at ¥2,770 (about $17.50), the closing price on October 27. That portion is worth about ¥58 million (about $370,000). The value is set off against the purchase price, so no money changes hands for it.
Suzuyo Shinwart said it wanted the two sellers to become shareholders so they would take a stake in the group's management and help grow its results. The shares equal 0.70% of its 3 million issued shares, a dilution the company called minor. It said the sellers had told it orally that they plan to hold the shares over the medium to long term, and that they will agree to report any sale within two years of the November 30 disposal.
