Decision and Details
Post-merger disclosure relating to the absorption-type merger
Because the absorbed companies were either wholly owned subsidiaries of the company or indirectly wholly owned through wholly owned parent companies or other entities, the value of shares in the surviving company would not have changed materially even if merger consideration had been issued. The surviving company's assets are also expected to exceed its liabilities after the merger.
No impact on results from this absorption-type merger was disclosed. The company determined that there would be no issue with the surviving company's ability to perform its obligations after the merger.
| Item | Details |
|---|---|
| Matter Covered | Post-merger disclosure relating to the absorption-type merger |
| Decision Date | 17 August 2026 (date of execution of the absorption-type merger agreement) |
| Implementation Date | 1 October 2026 (effective date; completed) |
| Period Covered | On or after 1 October 2026 (after the merger) |
| Amount | FASCINATE Co., Ltd.: assets of ¥721.681 million and liabilities of ¥530.332 million; ANBUR LEAGUE Co., Ltd.: assets of ¥724.437 million and liabilities of ¥705.707 million; ARIGATO Co., Ltd.: assets of ¥270.611 million and liabilities of ¥215.139 million; Royal Co., Ltd.: assets of ¥1,839.867 million and liabilities of ¥966.133 million; Royal Logistics Co., Ltd.: assets of ¥945.208 million and liabilities of ¥246.999 million; Blue Cynthia Co., Ltd.: assets of ¥571.835 million and liabilities of ¥350.707 million (all as of 28 February 2026) |
| Quantity / scale | 6 absorbed companies |
| Impact on Business Performance | No impact on results from this absorption-type merger was disclosed. The company determined that there would be no issue with the surviving company's ability to perform its obligations after the merger. |
| Reason | Because the absorbed companies were either wholly owned subsidiaries of the company or indirectly wholly owned through wholly owned parent companies or other entities, the value of shares in the surviving company would not have changed materially even if merger consideration had been issued. The surviving company's assets are also expected to exceed its liabilities after the merger. |
| Governing Rule | Article 801, Paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 782, Paragraph 1 of the Companies Act; Article 182 of the Ordinance for Enforcement of the Companies Act |
| Related previous disclosures | Notice to creditors inviting the submission of objections, published in the Official Gazette and in an electronic public notice dated 25 August 2026 |
| Future plans | Registration of the change resulting from the absorption-type merger is scheduled for 14 October 2026. |
Items this document does not state (1)
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.Because the absorbed companies were indirectly wholly owned through wholly owned subsidiaries or a parent company, the value of shares in the surviving company would not have changed materially even if shares or other consideration had not been issued. In addition, the surviving company's assets will continue to exceed its liabilities after the merger, and no circumstances are anticipated that would impede the performance of its obligations.