Komori
Business alliance3696CERES INC.Information and Communications, Services and Others

Notice Concerning the Execution of a Basic Agreement on Shares in an Equity-Method Affiliate and the Recognition of Extraordinary Gain

The Company has entered into a basic agreement to sell all 21,480 shares it holds in equity-method affiliate bitbank through the company’s share buyback. As a result, bitbank is expected to cease to be an equity-method affiliate of the Company.

Worth reading
74In focus
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
86
¥ hundred million
Wording
Avoiding a definitive answer
How definitive the wording is.

Agreements reached under this partnership

Discontinuation
3696CERES INC.
Alliance partnerSBI Holdings, Inc. / SBICAH合同会社
Capital and personnel relationships

This indicates whether the companies will do more than work together, such as holding each other’s shares or seconding personnel (capital and business alliance).

0.00%Our ownership stake in the partner’s shares
Number of shares acquired21,480 shares, from 22.39% to 0% voting rights ownership
Acquisition priceApproximately ¥8.6 billion
Dispatch of directors and officersThe Company’s President and Representative Director, Toki Satoshi (都木聡), also serves as an outside director of bitbank, Inc. Information regarding the dispatch or acceptance of officers after termination of the partnership: Not disclosed
Shareholding PolicyThe Company plans to sell all of its shares in bitbank.
About the partner
Business DescriptionSBI Holdings, Inc.: Overall management and operation of the corporate group through the holding of shares and other securities. SBICAH合同会社: Not disclosed
Location1-6-1 Roppongi, Minato-ku, Tokyo (SBI Holdings, Inc.)
Share capital¥238,019 million (SBI Holdings, Inc.)
Impact on Business Performance

The Company expects to record an extraordinary gain of approximately ¥5.5 billion as a gain on sale of shares in an affiliated company in its consolidated financial statements for the fiscal year ending December 2026. The amount may change in the future.

Date of board resolution25 June 2026Contract Date25 June 2026Share Acquisition Date and Payment DateAround October 2026 (scheduled) (date on which the share buyback related to this transaction is completed)
Agreements reached under this partnership
ItemDetails
Name of alliance partnerSBI Holdings, Inc., SBICAH合同会社
Alliance partner's business activitiesSBI Holdings, Inc.: Overall management and operation of the corporate group through the holding of shares and other securities. SBICAH合同会社: Not disclosed
Alliance partner's location1-6-1 Roppongi, Minato-ku, Tokyo (SBI Holdings, Inc.)
Alliance partner's capital¥238,019 million (SBI Holdings, Inc.)
Type of allianceDiscontinuation
Number of shares acquired21,480 shares, from 22.39% to 0% voting rights ownership
Acquisition priceApproximately ¥8.6 billion
Shareholding ratio22.39% → 0%(100% decrease)
Dispatch of directors and officersThe Company’s President and Representative Director, Toki Satoshi (都木聡), also serves as an outside director of bitbank, Inc. Information regarding the dispatch or acceptance of officers after termination of the partnership: Not disclosed
Shareholding PolicyThe Company plans to sell all of its shares in bitbank.
Date of board resolution25 June 2026
Contract Date25 June 2026
Share Acquisition Date and Payment DateAround October 2026 (scheduled) (date on which the share buyback related to this transaction is completed)
Impact on Business PerformanceThe Company expects to record an extraordinary gain of approximately ¥5.5 billion as a gain on sale of shares in an affiliated company in its consolidated financial statements for the fiscal year ending December 2026. The amount may change in the future.
Items this document does not state (9)
Alliance partner's net salesAlliance partner's operating incomeDetails of the allianceOverview of the joint ventureOwnership ratioContract PeriodNumerical targets under the allianceAlliance start dateChange in major shareholders

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 Company’s voting rights ownership in bitbank is relatively small, limiting the extent to which it can directly participate in management decision-making and business operations. After comprehensively considering the transfer terms, business portfolio and allocation of management resources, the Company determined that reallocating management resources to areas including the cryptocurrency and blockchain businesses centered on Mercury would help optimize its risk profile, improve financial soundness and enhance corporate value over the medium to long term.

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 Concerning the Execution of a Basic Agreement on Shares in an Equity-Method Affiliate and the Recognition of Extraordinary Gain | CERES INC. (3696) timely disclosure | Komori