This transaction
This transactionThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Newly established company: management of the target fund, investment activities and other related business. Target fund: primarily investing in investment partnerships and similar vehicles in Japan, thereby indirectly investing in portfolio companies through those investment partnerships and similar vehicles, while also building networks between portfolio companies and general partners as necessary to enhance the value of invested capital.
The impact of this transaction on the Company's results for the current consolidated fiscal year is expected to be immaterial.
| Item | Details |
|---|---|
| Transaction name | This transaction |
| Counterparty name | GREE Holdings,Inc., グリーキャピタルマネジメント株式会社 |
| Name of the Subject Company | グリー・ファンド・インベストメンツ株式会社 (予定商号変更先:株式会社 MIXI キャピタルマネジメント) and GREE LP Fund JP2 号投資事業有限責任組合 (予定名称変更先:MIXI LP Fund 1 号投資事業有限責任組合) |
| Business Description of the Subject Company | Newly established company: management of the target fund, investment activities and other related business. Target fund: primarily investing in investment partnerships and similar vehicles in Japan, thereby indirectly investing in portfolio companies through those investment partnerships and similar vehicles, while also building networks between portfolio companies and general partners as necessary to enhance the value of invested capital. |
| Location of the Subject Company | 6-11-1 Roppongi, Minato-ku, Tokyo (before the change); Shibuya Scramble Square 36F, 2-24-12 Shibuya, Shibuya-ku, Tokyo (after the change) |
| Capital Stock of the Subject Company | ¥1 million (newly established company). Target fund: Not disclosed |
| Date of Establishment of the Subject Company | Newly established company: 9 April 2026. Target fund: 1 July 2025 |
| Acquisition price | Shares in the newly established company: approximately ¥30 million (planned; approximate amount including advisory fees and other costs related to the entire Transaction, including the acquisition of the target fund's LP interests). Target fund's LP interests: approximately ¥300 million (planned) |
| Number of shares acquired | Shares in the newly established company: 20 shares (20 voting rights). Target fund's LP interests: 996 investment units (capital commitment relating to the LP interests to be transferred: ¥996 million (planned)) |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Impact on Business Performance | The impact of this transaction on the Company's results for the current consolidated fiscal year is expected to be immaterial. |
| Date of board resolution | 22 June 2026 |
| Contract Date | 23 June 2026 (planned) |
| Execution Date / Effective Date | Effective date of the absorption-type company split: 31 July 2026 (planned). Share transfer date: 31 July 2026 (planned). LP interest transfer date: 31 July 2026 (planned) |
| Conditions Precedent to Execution | The corporate name is scheduled to be changed after completion of the prescribed procedures. The counterparty's group will establish the newly established company and transfer to it, through an absorption-type company split, the contractual position as general partner of the target fund and the assets, liabilities and other rights and obligations necessary to manage the target fund, after which MIXI plans to acquire all shares of the newly established company. |
| Management structure after acquisition | The newly established company is scheduled to change its corporate name to 株式会社 MIXI キャピタルマネジメント. The representative director will be Araki Gōji (荒木 豪司). Following completion of the Transaction, officers and employees of MIXI are scheduled to assume positions as officers of the newly established company. Employee treatment: Not disclosed |
Items this document does not state (16)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To enhance the management and administration structure for the investment portfolio of the MIXI Group.