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M&A and Subsidiary Changes3918PCI Solutions Inc.Information and Communications, Services and Others

Notice Regarding Partial Amendments to the Articles of Incorporation (Changes to the Corporate Name and Business Purposes)

In connection with the absorption-type merger of a wholly owned subsidiary, the corporate name will be changed to 「PCIソリューションズ株式会社」, and the business purposes in the Articles of Incorporation will be amended to enable the company to operate as an operating company. Subject to approval at the General Meeting of Shareholders and other conditions, the amendments to the business purposes are scheduled to take effect on 23 June 2026, and the change in corporate name on 1 October 2026.

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This transaction

This merger
Counterparty (target company)PCIソリューションズ株式会社
Disclosing companyPCI Solutions Inc.
Subject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Procedures and assumptions
Conditions Precedent to ExecutionApproval and adoption of the proposal for partial amendments to the Articles of Incorporation at the 22nd Annual General Meeting of Shareholders scheduled to be held on 23 June 2026, and the merger announced today taking effect
Management structure after acquisitionThe company will transition from a pure holding company to an operating holding company. The corporate name is scheduled to be changed to PCIソリューションズ株式会社 (English name: PCI Solutions Inc.). Employee treatment: Not disclosed
This transaction
ItemDetails
Transaction nameThis merger
Counterparty namePCIソリューションズ株式会社
Name of the Subject CompanyPCIソリューションズ株式会社
Date of board resolution20 May 2026
Execution Date / Effective DateEffective date of this merger: Not disclosed. Effective date of the amendments to the Articles of Incorporation: 23 June 2026 (予定); effective date of the change in corporate name: 1 October 2026 (予定)
Conditions Precedent to ExecutionApproval and adoption of the proposal for partial amendments to the Articles of Incorporation at the 22nd Annual General Meeting of Shareholders scheduled to be held on 23 June 2026, and the merger announced today taking effect
Management structure after acquisitionThe company will transition from a pure holding company to an operating holding company. The corporate name is scheduled to be changed to PCIソリューションズ株式会社 (English name: PCI Solutions Inc.). Employee treatment: Not disclosed
Items this document does not state (25)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial Committee

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The company will transition to a structure responsible for business operations as a result of the absorption-type merger, clarifying the integration of management and business operations and improving management efficiency. In addition, business purposes will be added so that the businesses assumed through the merger can continue to be operated, consolidating the business operations structure.

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 Partial Amendments to the Articles of Incorporation (Changes to the Corporate Name and Business Purposes) | PCI Solutions Inc. (3918) timely disclosure | Komori