Komori
M&A and Subsidiary Changes254AAI FUSION CAPITAL GROUP CORP.Financials (excluding banks)

Progress Disclosure Regarding the “Notice Concerning Completion of Acquisition of Shares in フランチャイズビジネスインキュベーション株式会社”

Regarding the previously announced acquisition of shares in Franchise Business Incubation Co., Ltd. (FBI) on 10 April 2026, the company explained again that the transfer of the shares in the shareholder register had been completed and that FBI had become a subsidiary. The company stated its view that the provisional disposition order prohibiting the transfer of shares by certain FBI shareholders has no effect on the company.

Worth reading
65In focus
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
58
%
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

This share transfer
CounterpartyYamamoto Masahiro (山本昌弘), 1 other individual
Disclosing companyAI FUSION CAPITAL GROUP CORP.
フランチャイズビジネスインキュベーション株式会社Voting rights ownership percentageNumber of shares acquired 58.0% of issued shares (number of shares and voting rights: Not disclosed)

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.
Procedures and assumptions
Conditions Precedent to ExecutionApproval of the share transfer by resolution at FBI's shareholders meeting and compliance with the Companies Act, other laws and regulations, and FBI's articles of incorporation
This transaction
ItemDetails
Transaction nameThis share transfer
Counterparty nameYamamoto Masahiro (山本昌弘), 1 other individual
Name of the Subject Companyフランチャイズビジネスインキュベーション株式会社
Number of shares acquired58.0% of issued shares (number of shares and voting rights: Not disclosed)
Voting rights ownership percentageAfter 58.0% (before not disclosed)
Contract Date1 April 2026
Execution Date / Effective Date10 April 2026 (completed)
Conditions Precedent to ExecutionApproval of the share transfer by resolution at FBI's shareholders meeting and compliance with the Companies Act, other laws and regulations, and FBI's articles of incorporation
Items this document does not state (24)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses 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)Impact on Business PerformanceDate of board resolutionValuation methodologyIndependent valuation institutionSpecial CommitteeManagement 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 company explained that it completed the acquisition of the shares because it had been informed that the provisional disposition order applied only between the shareholders transferring the shares in this transaction and the other shareholders and had no effect on the company, that the shareholders' agreement was invalid, and that the transfer of the shares had been lawfully approved at FBI's shareholders meeting.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Progress Disclosure Regarding the “Notice Concerning Completion of Acquisition of Shares in フランチャイズビジネスインキュベーション株式会社” | AI FUSION CAPITAL GROUP CORP. (254A) timely disclosure | Komori