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M&A and Subsidiary Changes3933CHIeru Co.,Ltd.Information and Communications, Services and Others

Notice Regarding Changes to the Trade Name and Representative Director of a Consolidated Subsidiary

The consolidated subsidiary's trade name will be changed to "チエルネクサス株式会社" effective 1 July 2026, and its representative director is scheduled to change from Awata Hikaru (粟田輝) to Shinada Atsutomo (品田淳智), subject to the matter being submitted to the annual general meeting of shareholders.

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This transaction

Change of trade name and representative director
Disclosing companyCHIeru Co.,Ltd.
チエルコミュニケーションブリッジ株式会社Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Development and operation of the GLEXA e-learning system

Location Shinagawa Ward, TokyoShare capital ¥25,000,000Date of incorporation July 1967
Procedures and assumptions
Conditions Precedent to ExecutionSubmission of the matter to the target company's annual general meeting of shareholders scheduled for 23 June 2026
Management structure after acquisitionThe new trade name will be チエルネクサス株式会社 (English: CHIeru Nexus Co.,Ltd.). The new representative director will be Shinada Atsutomo (品田淳智) (予定). The current representative director, Awata Hikaru (粟田輝), will focus on promoting CHIeru Co.,Ltd.'s school DX business.
This transaction
ItemDetails
Transaction nameChange of trade name and representative director
Name of the Subject Companyチエルコミュニケーションブリッジ株式会社
Business Description of the Subject CompanyDevelopment and operation of the GLEXA e-learning system
Location of the Subject CompanyShinagawa Ward, Tokyo
Capital Stock of the Subject Company¥25,000,000
Date of Establishment of the Subject CompanyJuly 1967
Voting rights ownership percentageBefore 100% (after not disclosed)
Date of board resolution15 June 2026
Execution Date / Effective Date1 July 2026 (trade name change date). The effective date of the representative director change has not been disclosed.
Conditions Precedent to ExecutionSubmission of the matter to the target company's annual general meeting of shareholders scheduled for 23 June 2026
Management structure after acquisitionThe new trade name will be チエルネクサス株式会社 (English: CHIeru Nexus Co.,Ltd.). The new representative director will be Shinada Atsutomo (品田淳智) (予定). The current representative director, Awata Hikaru (粟田輝), will focus on promoting CHIeru Co.,Ltd.'s school DX business.
Items this document does not state (21)
Counterparty nameNet 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 acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation 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 company will redefine its business and rebuild its brand in line with the expansion of its business areas, taking into account changes in the market environment, the expansion of the DX field including generative AI, and increasingly diverse customer needs. The company also determined that Shinada Atsutomo (品田淳智), who is well versed in the LMS business, is suited to promoting the business.

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Notice Regarding Changes to the Trade Name and Representative Director of a Consolidated Subsidiary | CHIeru Co.,Ltd. (3933) timely disclosure | Komori