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M&A and Subsidiary Changes2461FAN Communications,Inc.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in 株式会社レイリー (Making It a Subsidiary)

FAN Communications,Inc. acquired all shares of 株式会社レイリー, an influencer marketing company, making it a wholly owned subsidiary. The acquisition price is undisclosed due to confidentiality obligations.

Worth reading
44Recurring
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Direction
Improvement
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Scale
100
Voting rights ownership ratio (%)
Wording
Definitive
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This transaction

Acquisition of shares (making the company a subsidiary)
CounterpartyMaeda Arisa (前田有彩), Tokuda Hiromu (德田大夢)
Disclosing companyFAN Communications,Inc.
株式会社レイリーVoting rights ownership percentageNumber of shares acquired 330 shares (number of voting rights: 330)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Influencer marketing business

Location Chuo-ku, TokyoShare capital ¥330,000Date of incorporation 14 February 2024
Consideration and expenses
Acquisition priceThe acquisition price will not be disclosed due to the confidentiality agreement with the counterparties to the share acquisition.
Impact on Business Performance

The impact of this conversion into a subsidiary on consolidated results for the current fiscal year is immaterial.

Procedures and assumptions
Valuation methodologyShare valuation (using methods including the DCF method)
This transaction
ItemDetails
Transaction nameAcquisition of shares (making the company a subsidiary)
Counterparty nameMaeda Arisa (前田有彩), Tokuda Hiromu (德田大夢)
Name of the Subject Company株式会社レイリー
Business Description of the Subject CompanyInfluencer marketing business
Location of the Subject CompanyChuo-ku, Tokyo
Capital Stock of the Subject Company¥330,000
Date of Establishment of the Subject Company14 February 2024
Acquisition priceThe acquisition price will not be disclosed due to the confidentiality agreement with the counterparties to the share acquisition.
Number of shares acquired330 shares (number of voting rights: 330)
Voting rights ownership percentageBefore -% → after 100%
Impact on Business PerformanceThe impact of this conversion into a subsidiary on consolidated results for the current fiscal year is immaterial.
Date of board resolution22 May 2026
Contract Date22 May 2026
Execution Date / Effective Date1 June 2026
Valuation methodologyShare valuation (using methods including the DCF method)
Items this document does not state (17)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement structure after acquisition

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.

The acquisition will combine A8.net's advertiser network with 株式会社レイリー's domestic and international influencer and celebrity networks, creating a structure that provides advertisers with affiliate advertising and influencer marketing as a one-stop service and accelerating the Company's growth strategy.

How to read this page

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Acquisition of Shares in 株式会社レイリー (Making It a Subsidiary) | FAN Communications,Inc. (2461) timely disclosure | Komori