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Statutory disclosure document4171Global Information,Inc.Information and Communications, Services and Others

Statutory Prior Disclosure Document (Approval of the Demand for Sale of Shares, etc. by a Special Controlling Shareholder) (Uzabase, Inc.)

Global Information,Inc. approved the procedure under which 株式会社ユーザーベース will compulsorily acquire shares from the minority shareholders of Global Information,Inc. and make it a wholly owned subsidiary. The consideration is ¥1,680 per share, and the acquisition date is 17 August 2026.

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Decision and Details

Board of Directors of Global Information,Inc.

Approval of the demand for sale of these shares by a special controlling shareholder

Decision13 July 2026
Period CoveredThe period after the acquisition date during which 株式会社ユーザーベース owns Global Information,Inc. as a wholly owned subsidiary (specific period: Not disclosed)
Implementation17 August 2026 (scheduled acquisition date)
Going forward株式会社ユーザーベース is scheduled to acquire the shares subject to the demand for sale on 17 August 2026. The consideration will be delivered within a reasonable period after the acquisition date.
AmountConsideration for the sale of these shares: ¥1,680 per common share; purchase price for these share options: ¥144,200 per option; exercise price of these share options: ¥238 per share
Quantity / scaleVoting rights ownership ratio of 株式会社ユーザーベース: 93.29% (as of 8 July 2026); shares tendered in the tender offer: 2,775,740 shares; minimum number of shares scheduled to be purchased in the tender offer: 1,983,600 shares; remaining share options: 71 (underlying shares: 7,100)
Reason

To enhance corporate value by delisting Global Information,Inc. and making it a wholly owned subsidiary of 株式会社ユーザーベース through the transaction, while leveraging 株式会社ユーザーベース's sales infrastructure, economic information platform, expert network, and AI and product development capabilities.

Impact on Business Performance

The specific impact on financial results of the demand for sale of these shares is Not disclosed. The disclosure states that the delisting will reduce the costs of maintaining the listing.

Decision and Details
ItemDetails
Matter CoveredApproval of the demand for sale of these shares by a special controlling shareholder
Decision-Making BodyBoard of Directors of Global Information,Inc.
Decision Date13 July 2026
Implementation Date17 August 2026 (scheduled acquisition date)
Period CoveredThe period after the acquisition date during which 株式会社ユーザーベース owns Global Information,Inc. as a wholly owned subsidiary (specific period: Not disclosed)
AmountConsideration for the sale of these shares: ¥1,680 per common share; purchase price for these share options: ¥144,200 per option; exercise price of these share options: ¥238 per share
Quantity / scaleVoting rights ownership ratio of 株式会社ユーザーベース: 93.29% (as of 8 July 2026); shares tendered in the tender offer: 2,775,740 shares; minimum number of shares scheduled to be purchased in the tender offer: 1,983,600 shares; remaining share options: 71 (underlying shares: 7,100)
Impact on Business PerformanceThe specific impact on financial results of the demand for sale of these shares is Not disclosed. The disclosure states that the delisting will reduce the costs of maintaining the listing.
ReasonTo enhance corporate value by delisting Global Information,Inc. and making it a wholly owned subsidiary of 株式会社ユーザーベース through the transaction, while leveraging 株式会社ユーザーベース's sales infrastructure, economic information platform, expert network, and AI and product development capabilities.
Governing RuleCompanies Act, Article 179, Paragraph 1; Article 179-2, Paragraph 1; and Article 179-5, Paragraph 1; Ordinance for Enforcement of the Companies Act, Article 33-5, Paragraph 1, and Article 33-7; Financial Instruments and Exchange Act (description concerning the tender offer period)
Related previous disclosures“Notice of Opinion in Favor of and Recommendation to Tender in the Tender Offer for Our Shares, etc. by 株式会社ユーザーベース,” dated 20 May 2026; “Summary of First-Quarter Financial Results for the Fiscal Year Ending December 2026 [Japanese GAAP] (Consolidated),” dated 13 May 2026; “Notice Concerning Revisions to the Forecast of Consolidated Financial Results for the Full Fiscal Year Ending December 2025,” dated 12 November 2025
Future plans株式会社ユーザーベース is scheduled to acquire the shares subject to the demand for sale on 17 August 2026. The consideration will be delivered within a reasonable period after the acquisition date.

The reasons the company gives

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

Global Information,Inc. determined that becoming a wholly owned subsidiary of 株式会社ユーザーベース would enable it to leverage 株式会社ユーザーベース's sales infrastructure, economic information platform, expert network, content planning capabilities, and AI and product development capabilities to diversify sales channels, strengthen its outsourced research business, build new information services, and enhance corporate value. The reduction in the costs of maintaining its listing following the delisting was also cited as a reason.

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Statutory Prior Disclosure Document (Approval of the Demand for Sale of Shares, etc. by a Special Controlling Shareholder) (Uzabase, Inc.) | Global Information,Inc. (4171) timely disclosure | Komori