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Definitive
How definitive the wording is.This transaction
Company split (absorption-type company split)Counterparty株式会社ローコード
Disclosing companyBlueMeme Inc.
TimelineThe spacing between the points is proportional to the actual number of days.
Impact on Business Performance
The impact on the Company's consolidated and non-consolidated results is minor.
Procedures and assumptions
Management structure after acquisitionThe Company will proceed with the transition to a holding company structure and work to establish an appropriate governance structure. The succeeding company will be a wholly owned subsidiary of the Company.
| Item | Details |
|---|---|
| Transaction name | Company split (absorption-type company split) |
| Counterparty name | 株式会社ローコード |
| Name of the Subject Company | 株式会社ローコード (succeeding company) |
| Impact on Business Performance | The impact on the Company's consolidated and non-consolidated results is minor. |
| Date of board resolution | 15 September 2026 |
| Execution Date / Effective Date | 1 January 2027 (after the change) |
| Management structure after acquisition | The Company will proceed with the transition to a holding company structure and work to establish an appropriate governance structure. The succeeding company will be a wholly owned subsidiary of the Company. |
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)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution
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.In light of the findings of the Special Investigation Committee, the Company will establish an appropriate governance structure, secure sufficient preparation time for the transfer of operations, systems and contractual arrangements relating to the business to be succeeded, and facilitate and ensure a smoother transition to a holding company structure.
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