Basic Agreement on the Absorption-Type Merger of a Wholly Owned Subsidiary and Expected Recognition of an Extraordinary Loss (Loss on Extinguishment of Shares in Merger)
株式会社イルグルム; its wholly owned subsidiary, シルバーエッグ・テクノロジー株式会社
Digital marketing services, including an AI technology-based recommendation engine provided by シルバーエッグ・テクノロジー株式会社
To fully and rapidly realize synergies between the two companies, their management resources, including their organizations, systems and human resources, will be completely integrated to accelerate decision-making. A loss on extinguishment of shares in merger is expected to arise from the accounting treatment of the merger in the non-consolidated financial statements.
A loss on extinguishment of shares in merger is expected to be recognized as an extraordinary loss in the company's non-consolidated financial statements, although the amount has not been determined. It will be eliminated in the consolidated financial statements and will have no impact on consolidated profit or loss.
The company's non-consolidated financial statements for the fiscal year ending September 2027
The final absorption-type merger agreement is scheduled to be executed around 17 November 2026. Subject to approval at the ordinary general meeting of shareholders scheduled for 18 December 2026, the merger is scheduled to take effect on 1 April 2027. The amount of the extraordinary loss will be disclosed promptly once finalized.
| Item | Details |
|---|---|
| Event name | Basic Agreement on the Absorption-Type Merger of a Wholly Owned Subsidiary and Expected Recognition of an Extraordinary Loss (Loss on Extinguishment of Shares in Merger) |
| Date of occurrence | 11 September 2026 (date of the Board of Directors' resolution on the basic agreement and date of execution of the basic agreement) |
| Subject Entity | 株式会社イルグルム; its wholly owned subsidiary, シルバーエッグ・テクノロジー株式会社 |
| Target Locations / Products | Digital marketing services, including an AI technology-based recommendation engine provided by シルバーエッグ・テクノロジー株式会社 |
| Cause | To fully and rapidly realize synergies between the two companies, their management resources, including their organizations, systems and human resources, will be completely integrated to accelerate decision-making. A loss on extinguishment of shares in merger is expected to arise from the accounting treatment of the merger in the non-consolidated financial statements. |
| Amount of Impact on Business Performance | A loss on extinguishment of shares in merger is expected to be recognized as an extraordinary loss in the company's non-consolidated financial statements, although the amount has not been determined. It will be eliminated in the consolidated financial statements and will have no impact on consolidated profit or loss. |
| Accounting period in which recognized | The company's non-consolidated financial statements for the fiscal year ending September 2027 |
| Outlook | The final absorption-type merger agreement is scheduled to be executed around 17 November 2026. Subject to approval at the ordinary general meeting of shareholders scheduled for 18 December 2026, the merger is scheduled to take effect on 1 April 2027. The amount of the extraordinary loss will be disclosed promptly once finalized. |
| Planned follow-up disclosure | The amount of the extraordinary loss will be disclosed promptly once finalized. |
Items this document does not state (16)
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.To fully and rapidly realize synergies between the two companies, their management resources, including their organizations, systems and human resources, will be completely integrated to accelerate decision-making. In connection with the merger, a loss on extinguishment of shares in merger is expected to be recognized as an extraordinary loss in the non-consolidated financial statements, but it will be eliminated in the consolidated financial statements.