Komori
M&A and Subsidiary Changes3668COLOPL,Inc.Information and Communications, Services and Others

Notice Regarding the Establishment of a New Company, CEiRL 株式会社, and a Company Split (Simplified Absorption-Type Company Split)

COLOPL,Inc. will transfer its K-POP-related entertainment business to CEiRL Co., Ltd., which was established as a wholly owned subsidiary, through a company split effective 1 December 2026. No consideration will be paid, and CEiRL will consolidate and operate the business.

Worth reading
41Recurring
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
785
JPY million (book value of the assets to be transferred as of 30 September 2026)
Wording
Conditional
How definitive the wording is.

This transaction

Company split (simplified absorption-type company split)
CounterpartyCEiRL Co., Ltd.
Disclosing companyCOLOPL,Inc.
No target company (the transaction involves the transfer of the K-POP-related entertainment business; the transferee is CEiRL Co., Ltd.)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

K-POP-related entertainment business

Net SalesImmaterial (most recent fiscal year; amount not disclosed; target business)
Consideration and expenses
Acquisition priceNo consideration (no shares or other consideration will be delivered by CEiRL to the Company)
Type of ConsiderationNo consideration (no cash, shares or other consideration will be delivered)
Impact on Business Performance

The impact of this company split on the Company's consolidated results is immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionThe transaction will be carried out without obtaining approval by resolutions at the general meetings of shareholders of the Company and CEiRL, as the requirements of Article 784, Paragraph 2 and Article 796, Paragraph 1 of the Companies Act will be satisfied.
Management structure after acquisitionFollowing the company split, there will be no changes to the names, locations, titles and names of representatives, business descriptions, capital or fiscal year-end of the Company or CEiRL.
This transaction
ItemDetails
Transaction nameCompany split (simplified absorption-type company split)
Counterparty nameCEiRL Co., Ltd.
Name of the Subject CompanyNo target company (the transaction involves the transfer of the K-POP-related entertainment business; the transferee is CEiRL Co., Ltd.)
Business Description of the Subject CompanyK-POP-related entertainment business
Net Sales of the Subject CompanyImmaterial (most recent fiscal year; amount not disclosed; target business)
Acquisition priceNo consideration (no shares or other consideration will be delivered by CEiRL to the Company)
Type of ConsiderationNo consideration (no cash, shares or other consideration will be delivered)
Voting rights ownership percentageAfter 100% (COLOPL,Inc. will hold CEiRL as a wholly owned subsidiary) (before not disclosed)
Impact on Business PerformanceThe impact of this company split on the Company's consolidated results is immaterial.
Date of board resolution9 October 2026
Contract Date9 October 2026
Execution Date / Effective Date1 December 2026 (scheduled)
Conditions Precedent to ExecutionThe transaction will be carried out without obtaining approval by resolutions at the general meetings of shareholders of the Company and CEiRL, as the requirements of Article 784, Paragraph 2 and Article 796, Paragraph 1 of the Companies Act will be satisfied.
Management structure after acquisitionFollowing the company split, there will be no changes to the names, locations, titles and names of representatives, business descriptions, capital or fiscal year-end of the Company or CEiRL.
Items this document does not state (18)
Location of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment 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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee

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 purpose is to accelerate decision-making, secure and utilize specialized personnel, and facilitate agile collaboration with external partners by consolidating the business under CEiRL and operating it as an integrated business under its own brand.

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.
Notice Regarding the Establishment of a New Company, CEiRL 株式会社, and a Company Split (Simplified Absorption-Type Company Split) | COLOPL,Inc. (3668) timely disclosure | Komori