Worth reading
68In focus
Scored from 3 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 share transferDisclosing companygiftee Inc.
Execution Date / Effective Date1 July 2026 (scheduled)
Consideration and expenses
Type of ConsiderationShares (1 ordinary share of the holding company will be allotted and delivered for each ordinary share of the Company)
Merger ratio/share exchange ratio1:1 (1 ordinary share of giftee Group,Inc., the wholly owning parent company, for each ordinary share of 株式会社ギフティ)
Procedures and assumptions
Management structure after acquisitiongiftee Group,Inc. will be established on 1 July 2026, and shares of the holding company will be allotted and delivered to the Company's shareholders. The Company's shares are scheduled to be delisted on 29 June 2026.
| Item | Details |
|---|---|
| Transaction name | This share transfer |
| Name of the Subject Company | giftee Inc. |
| Type of Consideration | Shares (1 ordinary share of the holding company will be allotted and delivered for each ordinary share of the Company) |
| Merger ratio/share exchange ratio | 1:1 (1 ordinary share of giftee Group,Inc., the wholly owning parent company, for each ordinary share of 株式会社ギフティ) |
| Execution Date / Effective Date | 1 July 2026 (scheduled) |
| Management structure after acquisition | giftee Group,Inc. will be established on 1 July 2026, and shares of the holding company will be allotted and delivered to the Company's shareholders. The Company's shares are scheduled to be delisted on 29 June 2026. |
Items this document does not state (26)
Counterparty nameBusiness 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 priceTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract 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.To establish a holding company through a sole share transfer and list the holding company.
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.