Worth reading
60In focus
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
—
Displayed only when the document provides numerical figures.Wording
Conditional
How definitive the wording is.This transaction
This mergerCounterparty (target company)アジト株式会社
Disclosing companyPLAID,Inc.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Planning, development and operation of marketing technology
Location Chiyoda-ku, TokyoShare capital ¥22 millionDate of incorporation 13 September 2018
Net Sales¥516 million (fiscal year ended September 2025)
Operating profit¥179 million (fiscal year ended September 2025)
Net income for the current fiscal year¥137 million (fiscal year ended September 2025)
Net assets¥303 million (fiscal year ended September 2025)
Consideration and expenses
Acquisition priceNot applicable (no new shares will be issued and no merger consideration will be paid)
Type of ConsiderationNo consideration
Merger ratio/share exchange ratioNot applicable (no allocation; surviving company in the absorption-type merger: PLAID,Inc.; dissolved company in the absorption-type merger: アジト株式会社)
Funding arrangementsNot applicable (no merger consideration will be paid)
Impact on Business Performance
The impact on the consolidated financial statements will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionNo shareholder approval is required (the Company will conduct a simplified merger under Article 796, Paragraph 2 of the Companies Act, and アジト株式会社 will conduct a short-form merger under Article 784, Paragraph 1 of the same Act).
Management structure after acquisitionThere will be no change resulting from this merger to the Company’s name, location, representative’s title or name, business activities, capital or fiscal year-end. アジト株式会社 will be dissolved.
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | アジト株式会社 |
| Name of the Subject Company | アジト株式会社 |
| Business Description of the Subject Company | Planning, development and operation of marketing technology |
| Location of the Subject Company | Chiyoda-ku, Tokyo |
| Capital Stock of the Subject Company | ¥22 million |
| Date of Establishment of the Subject Company | 13 September 2018 |
| Net Sales of the Subject Company | ¥516 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | ¥179 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | ¥137 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | ¥303 million (fiscal year ended September 2025) |
| Acquisition price | Not applicable (no new shares will be issued and no merger consideration will be paid) |
| Type of Consideration | No consideration |
| Merger ratio/share exchange ratio | Not applicable (no allocation; surviving company in the absorption-type merger: PLAID,Inc.; dissolved company in the absorption-type merger: アジト株式会社) |
| Number of shares acquired | Not applicable (this is not an acquisition of shares; the Company owns all shares of アジト株式会社) |
| Voting rights ownership percentage | Before 100.00% (after not disclosed) |
| Funding arrangements | Not applicable (no merger consideration will be paid) |
| Impact on Business Performance | The impact on the consolidated financial statements will be immaterial. |
| Date of board resolution | 30 March 2026 |
| Contract Date | 30 March 2026 (scheduled) |
| Execution Date / Effective Date | 1 June 2026 (scheduled) |
| Conditions Precedent to Execution | No shareholder approval is required (the Company will conduct a simplified merger under Article 796, Paragraph 2 of the Companies Act, and アジト株式会社 will conduct a short-form merger under Article 784, Paragraph 1 of the same Act). |
| Management structure after acquisition | There will be no change resulting from this merger to the Company’s name, location, representative’s title or name, business activities, capital or fiscal year-end. アジト株式会社 will be dissolved. |
Items this document does not state (9)
Expenses other than the acquisition priceTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Valuation 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.To further expand the advertising data aggregation and automated report-generation service “Databeat” and the outsourced advertising operations services provided by アジト株式会社.
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