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Statutory disclosure document3195GENERATION PASS CO.,LTD.Retail

Statutory Pre-Merger Disclosure Document (Merger) (株式会社トリプルダブル)

GENERATION PASS CO.,LTD. filed advance disclosure documents for the absorption-type merger of its wholly owned subsidiary, 株式会社トリプルダブル. No shares, cash or other consideration will be delivered in connection with the merger, and the surviving company does not plan to increase its stated capital or capital reserve.

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Decision and Details

Prior disclosure concerning the absorption-type merger

Decision30 July 2026
Implementation1 September 2026 (scheduled effective date)
Going forwardThe absorption-type merger is scheduled to become effective on 1 September 2026; GEN​ERATION PASS CO.,LTD. also entered into an absorption-type merger agreement with 株式会社フォージ dated 30 July 2026, with that merger also scheduled to become effective on 1 September 2026
AmountMerger consideration: no shares or other assets to be delivered; increase in stated capital and capital reserve: none
Quantity / scaleTotal issued shares of 株式会社トリプルダブル: 440 shares; ownership interest of GEN​ERATION PASS CO.,LTD.: 100.0%
Reason

GENERATION PASS CO.,LTD. is the wholly owning parent of 株式会社トリプルダブル

Impact on Business Performance

No situation that would hinder the performance of obligations is currently anticipated with respect to GEN​ERATION PASS CO.,LTD.'s earnings and cash flow after the merger.

Decision and Details
ItemDetails
Matter CoveredPrior disclosure concerning the absorption-type merger
Decision Date30 July 2026
Implementation Date1 September 2026 (scheduled effective date)
AmountMerger consideration: no shares or other assets to be delivered; increase in stated capital and capital reserve: none
Quantity / scaleTotal issued shares of 株式会社トリプルダブル: 440 shares; ownership interest of GEN​ERATION PASS CO.,LTD.: 100.0%
Impact on Business PerformanceNo situation that would hinder the performance of obligations is currently anticipated with respect to GEN​ERATION PASS CO.,LTD.'s earnings and cash flow after the merger.
ReasonGENERATION PASS CO.,LTD. is the wholly owning parent of 株式会社トリプルダブル
Future plansThe absorption-type merger is scheduled to become effective on 1 September 2026; GEN​ERATION PASS CO.,LTD. also entered into an absorption-type merger agreement with 株式会社フォージ dated 30 July 2026, with that merger also scheduled to become effective on 1 September 2026
Items this document does not state (4)
Decision-Making BodyPeriod CoveredGoverning RuleRelated previous disclosures

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.

As GEN​ERATION PASS CO.,LTD. is the wholly owning parent of 株式会社トリプルダブル, it states that no shares or other assets will be delivered or allocated. It also states that, after the merger, GEN​ERATION PASS CO.,LTD.'s assets are expected to continue to substantially exceed its liabilities, and no situation that would hinder the performance of its obligations is currently anticipated.

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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.
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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.
Statutory Pre-Merger Disclosure Document (Merger) (株式会社トリプルダブル) | GENERATION PASS CO.,LTD. (3195) timely disclosure | Komori