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M&A and Subsidiary Changes410AGMO Commerce,Inc.Information and Communications, Services and Others

Notice of Completion of Acquisition of Shares in GMOデジタルラボ株式会社 (Making It a Subsidiary) and Change in Representative Director

GMOコマース株式会社 acquired all shares of GMOデジタルラボ株式会社, making it a wholly owned subsidiary. At the same time, the representative director of GMOデジタルラボ株式会社 changed to Yamana Masato (山名 正人).

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This transaction

Acquisition of shares and conversion into a subsidiary
Disclosing companyGMO Commerce,Inc.
GMO Digital Lab Inc.Voting rights ownership percentageNumber of shares acquired 600 shares (number of voting rights: 600)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

Date of board resolution1 July 2026 (the date of the board resolution regarding the change of representative director of GMOデジタルラボ株式会社)
Execution Date / Effective Date1 July 2026
Target company

・Store promotion, customer acquisition support and operational efficiency improvement through smartphone apps ・Corporate DX support ・Local-government DX support and regional economic revitalization

Location Chuo-ku, Sapporo, HokkaidoShare capital ¥34.55 millionDate of incorporation 9 December 1993
Procedures and assumptions
Management structure after acquisitionThe representative director changed to Yamana Masato (山名 正人), whose new title is President and Representative Director. The treatment of employees and any change of corporate name are Not disclosed
This transaction
ItemDetails
Transaction nameAcquisition of shares and conversion into a subsidiary
Name of the Subject CompanyGMO Digital Lab Inc.
Business Description of the Subject Company・Store promotion, customer acquisition support and operational efficiency improvement through smartphone apps ・Corporate DX support ・Local-government DX support and regional economic revitalization
Location of the Subject CompanyChuo-ku, Sapporo, Hokkaido
Capital Stock of the Subject Company¥34.55 million
Date of Establishment of the Subject Company9 December 1993
Number of shares acquired600 shares (number of voting rights: 600)
Voting rights ownership percentageBefore -% → after 100%
Date of board resolution1 July 2026 (the date of the board resolution regarding the change of representative director of GMOデジタルラボ株式会社)
Execution Date / Effective Date1 July 2026
Management structure after acquisitionThe representative director changed to Yamana Masato (山名 正人), whose new title is President and Representative Director. The treatment of employees and any change of corporate name are Not disclosed
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 periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract 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.

The stated reason for the change of representative director is “to establish a new management structure.” No specific reason is provided for the share acquisition itself.

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 of Completion of Acquisition of Shares in GMOデジタルラボ株式会社 (Making It a Subsidiary) and Change in Representative Director | GMO Commerce,Inc. (410A) timely disclosure | Komori