A share exchange agreement for making NARUMIYA a wholly owned subsidiary of World has been executed

July 2025 — World Co., Ltd. and NARUMIYA INTERNATIONAL Co., Ltd. have entered into a definitive share exchange agreement, under which World will acquire all outstanding shares of NARUMIYA and make it a wholly owned subsidiary. The share exchange is scheduled to take effect on 1 October 2025. Under the terms of the agreement, NARUMIYA shareholders will receive 0.58 shares of World stock for each Narumiya share they hold.

NARUMIYA is a Tokyo-based company specializing in the planning, manufacturing and sale of baby and children’s clothing, offering both original and licensed brands. With approximately 1,089 employees, it operates across multiple retail channels, including directly operated stores and e-commerce. The company reported around US$262 million in net sales. NARUMIYA holds a strong position in the children’s apparel market and serves mainly domestic consumers seeking quality and design. It is actively expanding into new categories and lifestyle offerings.

World is a Kobe-based operating holding company engaged in the management of group companies across brand, digital and platform businesses. As of February 2025, it had approximately 7,225 employees and reported around US$1.5 billion in net sales. World offers a wide range of apparel and lifestyle products under multiple brands through various sales channels, including retail stores and e-commerce. It also provides digital and logistics solutions. Positioned mid- to downstream in the fashion value chain, World targets general consumers in Japan and overseas.

Our role in the transaction

Oaklins’ team in Japan provided financial advisory services to NARUMIYA, including support for the special committee’s operations.