Komori
M&A and Subsidiary Changes3121MBK Co.,Ltd.Information and Communications, Services and Others

Notice of Cancellation of the Share Purchase and Sale Transaction Relating to the Acquisition of Shares in 株式会社ウェルディッシュ

With respect to the 777,500 shares in 株式会社ウェルディッシュ acquired on 10 April, we have agreed with the 2 sellers to cancel the purchase and sale transaction. On 22 April 2026, we plan to return the acquired shares to the 2 sellers in exchange for a refund of the purchase price of ¥276.012 million.

Worth reading
28Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
276012
¥ thousand
Wording
Conditional
How definitive the wording is.

This transaction

Cancellation of the purchase and sale transaction and return of the purchase price relating to the transaction
Disclosing companyMBK Co.,Ltd.
Wel-Dish.IncorporatedSubject of this transactionNumber of shares acquired 777,500 shares (number of voting rights: Not disclosed)
Contract Date22 April 2026 (予定)
Execution Date / Effective Date22 April 2026 (予定)
Consideration and expenses
Acquisition price¥276.012 million (¥355 per share)
Type of ConsiderationCash
Procedures and assumptions
Management structure after acquisitionThe shares will be returned to the 2 sellers. Changes to the corporate name, representative, and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameCancellation of the purchase and sale transaction and return of the purchase price relating to the transaction
Name of the Subject CompanyWel-Dish.Incorporated
Acquisition price¥276.012 million (¥355 per share)
Type of ConsiderationCash
Number of shares acquired777,500 shares (number of voting rights: Not disclosed)
Contract Date22 April 2026 (予定)
Execution Date / Effective Date22 April 2026 (予定)
Management structure after acquisitionThe shares will be returned to the 2 sellers. Changes to the corporate name, representative, and treatment of employees: Not disclosed
Items this document does not state (24)
Counterparty nameBusiness 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 CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionValuation 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.

株式会社ウェルディッシュ disclosed that its accounting auditor had identified deficiencies in the approval process relating to amendments to the exercise price of its issued stock acquisition rights, that it would be unable to submit its semiannual securities report for the fiscal year ending August 2026 by the statutory filing deadline, and that its shares had been designated Securities Under Supervision (under examination). In response to this material event, we consulted with the 2 sellers and agreed to cancel the purchase and sale transaction and return the purchase price.

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Notice of Cancellation of the Share Purchase and Sale Transaction Relating to the Acquisition of Shares in 株式会社ウェルディッシュ | MBK Co.,Ltd. (3121) timely disclosure | Komori