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

Notice regarding the results of the tender offer for our shares by SBINM合同会社, a wholly owned subsidiary of SBI Holdings,Inc.

The tender offer by SBINM合同会社 has been completed, and 90,944 shares were purchased. Because the number of shares tendered was low, BASE株式会社 is not expected to become an equity-method affiliate of SBI Holdings,Inc., and its shares are also expected to remain listed.

Worth reading
50Recurring
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
90944
Shares
Wording
Conditional
How definitive the wording is.

This transaction

This tender offer
CounterpartySBINM合同会社 (a wholly owned subsidiary of SBI Holdings,Inc.)
Disclosing companyBASE,Inc.
BASE株式会社Voting rights ownership percentageNumber of shares acquired 90,944 shares and 909 voting rights

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.

TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥340 per common share
Minimum number of shares to be purchasedNo minimum number of shares to be purchased was set (- shares)
Tender offer period31 August 2026 to 21 October 2026 (34 business days)
Impact on Business Performance

The impact on SBI Holdings' consolidated results is considered immaterial. If any matters arise that should be disclosed, including matters affecting BASE株式会社's results, they will be disclosed promptly.

This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameSBINM合同会社 (a wholly owned subsidiary of SBI Holdings,Inc.)
Name of the Subject CompanyBASE株式会社
Type of ConsiderationCash
Tender offer price¥340 per common share
Minimum number of shares to be purchasedNo minimum number of shares to be purchased was set (- shares)
Tender offer period31 August 2026 to 21 October 2026 (34 business days)
Number of shares acquired90,944 shares and 909 voting rights
Voting rights ownership percentageBefore -% → after 0.08%
Impact on Business PerformanceThe impact on SBI Holdings' consolidated results is considered immaterial. If any matters arise that should be disclosed, including matters affecting BASE株式会社's results, they will be disclosed promptly.
Contract Date28 August 2026
Execution Date / Effective Date28 October 2026 (settlement commencement date)
Items this document does not state (20)
Business 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 priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionValuation 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.

Because the total number of shares and other securities tendered was limited to 90,944 shares and did not exceed the maximum number of shares to be purchased of 23,792,300 shares, all shares and other securities tendered were purchased. As a result, the tender offerors did not make the target company an equity-method affiliate.

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 regarding the results of the tender offer for our shares by SBINM合同会社, a wholly owned subsidiary of SBI Holdings,Inc. | BASE,Inc. (4477) timely disclosure | Komori