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M&A and Subsidiary Changes4477BASE,Inc.Information and Communications, Services and Others

Notice Regarding the Acquisition of Shares in Port Co., Ltd. (Making It a Subsidiary)

BASE株式会社 will acquire 7,750 common shares and 2,640 Class A preferred shares in Port株式会社, making it a subsidiary in which it holds 100% of the voting rights. The acquisition price is ¥1,300 million, and the total estimated amount including advisory fees and other expenses is ¥1,366 million.

Worth reading
44Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
1366
¥ million (approximate total amount)
Wording
Conditional
How definitive the wording is.

This transaction

This share acquisition
CounterpartyUNIVISBP Investment Partnership, Tamaki Takashi (玉置 貴史)
Disclosing companyBASE,Inc.
Port株式会社Voting rights ownership percentageNumber of shares acquired 7,750 common shares and 2,640 Class A preferred shares (number of voting rights: 10,390)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Entertainment technology business

Location Shibuya, TokyoShare capital ¥49,600,184Date of incorporation 19 February 2018
Consideration and expenses
Acquisition price¥1,300 million for Port株式会社's common shares and Class A preferred shares
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥66 million
Impact on Business Performance

The impact of this share acquisition on the Company's results for the current consolidated fiscal year will be immaterial.

This transaction
ItemDetails
Transaction nameThis share acquisition
Counterparty nameUNIVISBP Investment Partnership, Tamaki Takashi (玉置 貴史)
Name of the Subject CompanyPort株式会社
Business Description of the Subject CompanyEntertainment technology business
Location of the Subject CompanyShibuya, Tokyo
Capital Stock of the Subject Company¥49,600,184
Date of Establishment of the Subject Company19 February 2018
Acquisition price¥1,300 million for Port株式会社's common shares and Class A preferred shares
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥66 million
Number of shares acquired7,750 common shares and 2,640 Class A preferred shares (number of voting rights: 10,390)
Voting rights ownership percentageBefore 0.0% → after 100%
Impact on Business PerformanceThe impact of this share acquisition on the Company's results for the current consolidated fiscal year will be immaterial.
Date of board resolution16 April 2026
Contract Date16 April 2026
Execution Date / Effective Date17 April 2026
Items this document does not state (17)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement structure after acquisition

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 expand the BASE Group's GMV among its target customers and broaden its product offerings in the services and digital content sectors. The group stated that by bringing Port's services into the group, it will be able to support more creators across the group as a whole.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Acquisition of Shares in Port Co., Ltd. (Making It a Subsidiary) | BASE,Inc. (4477) timely disclosure | Komori