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HeartCore Divests Software Business Subsidiary, HeartCore Co., Ltd

MWN-AI** Summary

On October 31, 2025, HeartCore Enterprises, Inc. (Nasdaq: HTCR), an IPO consulting services company based in Tokyo, announced the divestiture of its subsidiary, HeartCore Co. Ltd. (HeartCore Japan), to Volaris Group UK Holdco LTD for approximately ¥1.8 billion (around USD $12 million). This strategic shift comes in light of the rapid advancements in generative AI, which CEO Sumitaka Kanno stated have dramatically transformed the competitive landscape in the software sector.

HeartCore plans to concentrate on its Go IPO consulting business, which facilitates U.S. exchange listings for Japanese companies. Kanno explained that rather than competing in an evolving market with generative AI capabilities, selling HeartCore Japan at a favorable valuation allows the company to redirect its efforts toward its more profitable consulting services. While the sale will temporarily reduce revenues, HeartCore remains optimistic, citing a robust pipeline of Go IPO clients expected to start trading in 2026.

To benefit shareholders, HeartCore announced a one-time distribution of $0.13 per share, representing about 17.2% of the stock price as of October 29, 2025. This distribution will be funded partially by the proceeds from the sale, with record and payment dates set for November 10 and November 17, 2025, respectively.

Additionally, Kanno noted the Tokyo Stock Exchange’s recent decision to raise minimum market capitalization requirements for companies, which is anticipated to create favorable conditions for HeartCore’s consulting business as companies seek liquidity and higher valuations. By focusing on the growing Go IPO market and expanding operations in Korea, HeartCore aims to maximize long-term shareholder value.

MWN-AI** Analysis

HeartCore Enterprises, Inc. (Nasdaq: HTCR) has recently made the strategic decision to divest its software business subsidiary, HeartCore Co. Ltd., to Volaris Group for approximately ¥1.8 billion (USD $12 million). This move aligns with the company's shift away from traditional software offerings toward enhancing its core Go IPO consulting services. As generative AI continues to disrupt legacy software models, HeartCore's leadership has prudently opted to focus on higher-margin consulting operations.

For investors, this divestiture signals a strategic pivot that could lead to improved long-term shareholder value. The payment of a one-time distribution of $0.13 per share—representing about 17.2% of HeartCore’s stock price—demonstrates the company's commitment to returning value to shareholders while leveraging funds from the sale for potential future growth.

The Go IPO business, which tailors its services to assist Japanese companies in entering U.S. public markets, is positioned well, especially given recent changes in regulatory frameworks—like the Tokyo Stock Exchange raising minimum market capitalization requirements. This shift is likely to create urgency among firms seeking to go public, thus enhancing HeartCore's pipeline.

Investors should monitor HeartCore's execution of its growth strategy, particularly in expanding its footprint within Japan and Korea, which could be fruitful given the burgeoning demand for U.S. listings among Japanese firms.

Nevertheless, potential investors must also consider inherent risks, including the competitive landscape in IPO consulting and any uncertainties tied to operational execution as HeartCore transitions. In summary, while short-term revenue might dip as a result of the divestment, the concentration on a more profitable consulting model could yield substantial long-term rewards for investors.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

NEW YORK and TOKYO, Oct. 31, 2025 (GLOBE NEWSWIRE) -- HeartCore Enterprises, Inc. (Nasdaq: HTCR) (“HeartCore” or the “Company”) , an IPO consulting services company based in Tokyo, announced today it has sold its subsidiary HeartCore Co. Ltd. (“HeartCore Japan”) to Volaris Group UK Holdco LTD (“Volaris Group”) in an all-cash deal for approximately ¥1.8 billion yen (equivalent to approximately USD $12 million, based on the October 24, 2025 Federal Reserve conversion rate of ¥152.82 = USD $1). HeartCore Japan is engaged in the business of developing and sales of comprehensive software.

“The rapid evolution of generative AI has fundamentally reshaped the competitive landscape for traditional software businesses like ours,” said HeartCore CEO Sumitaka Kanno. “Generative AI agents are now capable of matching and even outperforming many conventional software offerings and businesses. With this apparent change in the industry, we have spent the past several months carefully evaluating the best path forward to continue delivering value to our shareholders. Rather than expending resources to compete against this industry-wide shift, HeartCore’s management and board have made the strategic decision to sell our software business assets in Japan at what we believe to be the highest achievable value at this stage and to concentrate our efforts on our robust Go IPO consulting business.

“While this transaction does not include our subsidiary Sigmaways, we will continue to assess all strategic alternatives to divest this portion of the business as soon as possible. We believe that the planned exit from all software business activities will allow us to focus exclusively on our highly profitable Go IPO business, transitioning from a software and consulting business model to a financial consulting firm. While the divestiture of our software business will reduce near-term revenue, our Go IPO pipeline remains strong. Looking ahead to 2026, we have multiple Go IPO clients scheduled to begin trading, and we believe the highly profitable nature of this business will enable us to drive sustainable, long-term value for our shareholders.”

Use of Proceeds – Distribution to Shareholders
As previously announced , the Company has authorized a one-time distribution payment to its shareholders in the amount of $0.13 per share of common stock. We expect to use a portion of the proceeds from the HeartCore Japan sale to pay the distribution. The record date for holders of the common stock to participate in the distribution is November 10, 2025, and the payment date will be November 17, 2025. The one-time distribution payment of $0.13 per share represents approximately 17.2% of the Company’s stock price as of market close on October 29, 2025.

Go IPO Business Tailwinds
HeartCore CEO Sumitaka Kanno continued: “Recently, the Tokyo Stock Exchange raised the minimum market capitalization requirement for Growth Market companies from ¥4 billion yen after 10 years to ¥10 billion yen after just 5 years. We believe this creates a powerful tailwind for our Go IPO business, as this accelerated timeline will pressure many companies to assess and seek alternative strategies that offer deeper liquidity, greater visibility, and higher valuations such as the Nasdaq and NYSE. Capturing even a small portion of this opportunity has the potential to bring significant long-term value to our growth trajectory.

“In the near term, we will continue to execute our organic growth strategy across Japan and Korea. After a successful Go IPO panel in Seoul last month, we are making significant strides in building out a pipeline with Korean companies that can benefit from our services. We remain committed to growing our Go IPO business to maximize value for our shareholders.”

About HeartCore Enterprises, Inc.
HeartCore is a Tokyo-based IPO consulting services company, guiding Japanese growth companies to achieve successful U.S. exchange listings through its flagship service, Go IPO. HeartCore’s Go IPO SM consulting services provide comprehensive consultation support, including pre-IPO consulting, regulatory guidance, financial preparation, and operational readiness to help businesses navigate the complexities of a successful U.S. listing. HeartCore’s goal is to streamline the entire process for Japanese companies to provide a seamless transition into the U.S. public markets. For more details, visit https://heartcore-enterprises.com/ .

Forward-Looking Statements
All statements other than statements of historical facts included in this press release are forward-looking statements. In some cases, forward-looking statements can be identified by words such as “believed,” “intend,” “expect,” “anticipate,” “plan,” “potential,” “continue,” or similar expressions. Such forward-looking statements include risks and uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors, risks, and uncertainties are discussed in HeartCore’s filings with the Securities and Exchange Commission. Investors should not place any undue reliance on forward-looking statements since they involve known and unknown, uncertainties and other factors which are, in some cases, beyond HeartCore’s control which could, and likely will materially affect actual results, and levels of activity, performance, or achievements. Any forward-looking statement reflects HeartCore’s current views with respect to future events and is subject to these and other risks, uncertainties, and assumptions relating to operations, results of operations, growth strategy, and liquidity. HeartCore assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The contents of any website referenced in this press release are not incorporated by reference herein.

HeartCore Investor Relations Contact:
Gateway Group, Inc.
John Yi and Steven Shinmachi
HTCR@gateway-grp.com
(949) 574-3860


FAQ**

How will the sale of HeartCore Japan to Volaris Group impact HeartCore Enterprises Inc. (HTCR)'s focus on its Go IPO consulting business moving forward?

The sale of HeartCore Japan to Volaris Group will likely allow HeartCore Enterprises Inc. (HTCR) to concentrate more on its Go IPO consulting business by freeing up resources and simplifying its operational structure, thus enhancing its strategic focus.

In light of the increased minimum market capitalization requirement by the Tokyo Stock Exchange, how does HeartCore Enterprises Inc. (HTCR) plan to capitalize on the resulting demand for U.S. listings?

HeartCore Enterprises Inc. (HTCR) aims to leverage the increased demand for U.S. listings spurred by the Tokyo Stock Exchange's minimum market capitalization requirement by enhancing its strategic partnerships and expanding its investor outreach.

With HeartCore Enterprises Inc. (HTCR) transitioning from a software-based model to focusing solely on financial consulting, what strategic initiatives are being considered to maintain shareholder value?

HeartCore Enterprises Inc. is likely evaluating strategic initiatives such as diversifying service offerings in financial consulting, enhancing client relationships, leveraging technology for innovative solutions, and optimizing cost structures to maintain and increase shareholder value.

What specific measures is HeartCore Enterprises Inc. (HTCR) implementing to support its roadmap for organic growth in Japan and Korea, especially after the recent Go IPO panel in Seoul?

HeartCore Enterprises Inc. is focusing on strategic partnerships, enhancing local market engagement, and leveraging technology to streamline operations in Japan and Korea to bolster its organic growth following the recent Go IPO panel in Seoul.

**MWN-AI FAQ is based on asking OpenAI questions about Heartcore Enterprises Inc. (NASDAQ: HTCR).

Heartcore Enterprises Inc.

NASDAQ: HTCR

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