Announcement of Conversion of Airitech Inc. into Wholly-owned Subsidiary through Simplified Share Exchange

SHIFT Inc. (“SHIFT,” headquartered in Minato-ku, Tokyo, Japan; Masaru Tange, CEO and Representative Director) announced today that it has resolved to acquire 42.86% of shares of Airitech Inc. (“Airitech,” headquartered in Minato-ku, Tokyo, Japan; Masanori Yamasaki, CEO and Representative Director), a subsidiary of SHIFT, through a simplified share exchange. As a result of the simplified share exchange, Airitech will become a wholly-owned subsidiary of SHIFT.

Reason for the Share Exchange and Conversion of Airitech into Wholly-owned Subsidiary
As SHIFT has been expanding its software quality assurance business since 2009, it has served clients in a wide variety of industries, such as financial, retail, logistics, and entertainment. Moreover, toward achieving its growth strategy, “SHIFT 1000,” which aims at ¥100 billion of net sales, SHIFT has been strategically acquiring businesses to expand and enrich its service portfolio. SHIFT has also shifted its corporate branding from “SHIFT as a software testing company” to “SHIFT as a sellable services producer” to realize ¥100 billion of net sales. As this new catchphrase indicates, SHIFT will commit to bringing growth to the businesses of its customers.

SHIFT has been actively conducting strategic M&A activities since around 2019, and in April 2018 acquired a 57.14% stake in Airitech Corporation, which operates a system-related troubleshoot business.
Since Airitech joined SHIFT Group, we have promoted collaboration in a wide range of fields and pursued quality that truly enables users to feel easy to use from a user perspective that cannot be achieved simply by satisfying the functional requirements of software products/services.
At the same time, we have succeeded in increasing the number of employees hired annually by fivefold by sharing the standardization, structuring, and other know-how that SHIFT has cultivated since its foundation, and by promoting collaboration in the sales and recruitment systems. (Results as of the third quarter of SHIFT 2020 fiscal year, compared with the number of Group participants.)

In such circumstances, due in part to the strategic M&A activities that have been implemented from 2019, currently, there are over 30 group companies belonging to the SHIFT Group. In order to increase the corporate value of the SHIFT Group, we have examined a wide variety of measures and continued to optimize the group management structure. This resolution that we have announced today has been made on the expectations we have for Airitech’s further growth and also from our belief that this will contribute to maximizing the corporate value of the SHIFT Group in terms of both improving efficiency and reinforcing the management structure of the group.

As a result of this Share Exchange, Airitech will become a wholly-owned subsidiary of SHIFT. As the SHIFT Group continues to achieve high sales growth every fiscal year in a rapidly changing business environment, we believe that being able to conduct quick business decisions such as this will lead to increasing efficiency and strengthening of the entire group.

Furthermore, ever since Airitech’s participation, we have shared the mission and vision of the SHIFT Group and have been together striving for growth as a team. Therefore, we believe that there will be no difference in our cooperative relationship as a group from prior to and after the Share Exchange. In fact, we look forward to working together to further increase business growth.

SHIFT and Airitech will continue to work together on our endeavor to enhance the corporate value of the SHIFT Group.

For further information, please kindly refer to the document below.
20211012_Airitech_fin_EN