Komori
M&A and Subsidiary Changes3070JELLY BEANS GROUP Co.,Ltd.Trading & Wholesale

(Update on Previously Disclosed Matter) Notice Concerning the Capital and Business Alliance with グローバルクラウドエステート and the Establishment of a New Subsidiary

Regarding the subsidiary scheduled to be established on 28 April 2026, the registration of its establishment has been completed, and its corporate name and date of establishment have been confirmed. The business commencement date has not yet been determined and is scheduled to be decided following internal discussions.

Worth reading
43Recurring
Scored from 2 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

This transaction

Capital and business alliance and establishment of a subsidiary
Disclosing companyJELLY BEANS GROUP Co.,Ltd.
株式会社ジェリービーンズマーケティングラボVoting rights ownership percentage

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

1. Undertaking advertising and marketing-related operations within the group 2. Advertising agency services 3. PR support 4. Event promotion and marketing support 5. Media operations 6. E-commerce support services 7. Social media management services

Location 3-13-1 Kachidoki, Chuo-ku, TokyoShare capital ¥9 millionDate of incorporation 11 May 2026
Impact on Business Performance

The impact on results for the fiscal year ending January 2027 is currently under review.

Procedures and assumptions
Management structure after acquisitionThe representative will be Miyazaki Akira (宮﨑明). Our directors Miyazaki Akira (宮﨑明), Tachikawa Mitsuaki (立川光昭) and Hayashi Hikaru (林光) will concurrently serve as directors, and our corporate auditor Baba Takanobu (馬場崇暢) will concurrently serve as a corporate auditor. The subsidiary is scheduled to handle back-office operations for our business.
This transaction
ItemDetails
Transaction nameCapital and business alliance and establishment of a subsidiary
Name of the Subject Company株式会社ジェリービーンズマーケティングラボ
Business Description of the Subject Company1. Undertaking advertising and marketing-related operations within the group 2. Advertising agency services 3. PR support 4. Event promotion and marketing support 5. Media operations 6. E-commerce support services 7. Social media management services
Location of the Subject Company3-13-1 Kachidoki, Chuo-ku, Tokyo
Capital Stock of the Subject Company¥9 million
Date of Establishment of the Subject Company11 May 2026
Voting rights ownership percentageAfter 100% (before not disclosed)
Impact on Business PerformanceThe impact on results for the fiscal year ending January 2027 is currently under review.
Date of board resolution28 April 2026
Execution Date / Effective Date11 May 2026 (completion of the registration procedures for establishment)
Management structure after acquisitionThe representative will be Miyazaki Akira (宮﨑明). Our directors Miyazaki Akira (宮﨑明), Tachikawa Mitsuaki (立川光昭) and Hayashi Hikaru (林光) will concurrently serve as directors, and our corporate auditor Baba Takanobu (馬場崇暢) will concurrently serve as a corporate auditor. The subsidiary is scheduled to handle back-office operations for our business.
Items this document does not state (21)
Counterparty nameNet 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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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 registration procedures for establishing the subsidiary were completed on 11 May 2026, so the previously undetermined items have been updated with confirmed information.

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.
(Update on Previously Disclosed Matter) Notice Concerning the Capital and Business Alliance with グローバルクラウドエステート and the Establishment of a New Subsidiary | JELLY BEANS GROUP Co.,Ltd. (3070) timely disclosure | Komori