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Statutory disclosure document4484LANCERS,INC.Information and Communications, Services and Others

Statutory Post-Closing Disclosure Document (Merger) (MENTA Co., Ltd.)

LANCERS,INC. absorbed its wholly owned subsidiary MENTA株式会社 and, on 1 April 2026, assumed all of MENTA's assets, liabilities and other rights and obligations. No merger consideration was paid, and LANCERS,INC.'s capital or reserves did not increase.

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Decision and Details

The Board of Directors of LANCERS,INC. and the decision of the directors of MENTA株式会社

Absorption-type merger in which MENTA株式会社 is the absorbed company and LANCERS,INC. is the surviving company

Decision12 February 2026 (date the absorption-type merger agreement was executed)
Period CoveredOn and after 1 April 2026 (effective date of the merger)
Implementation1 April 2026 (effective date; completed)
Going forwardThe registration of the change under Article 921 of the Companies Act is scheduled to be completed on 1 April 2026
AmountMerger consideration: none; increase in capital: ¥0; increase in capital reserve: ¥0; increase in retained earnings reserve: ¥0
Quantity / scale51 issued shares of MENTA株式会社, 1 shareholder, and a 100.0% voting rights ratio held by LANCERS,INC.
Reason

Because the merger is between a wholly owned parent company and its subsidiary; because it is a simplified absorption-type merger under Article 796, Paragraph 2 of the Companies Act and a short-form merger under Article 784, Paragraph 1 of the Companies Act

Impact on Business Performance

No impact of the merger on financial results is stated. At present, no circumstances are anticipated that would impede LANCERS,INC.'s ability to perform its obligations following the absorption-type merger.

Decision and Details
ItemDetails
Matter CoveredAbsorption-type merger in which MENTA株式会社 is the absorbed company and LANCERS,INC. is the surviving company
Decision-Making BodyThe Board of Directors of LANCERS,INC. and the decision of the directors of MENTA株式会社
Decision Date12 February 2026 (date the absorption-type merger agreement was executed)
Implementation Date1 April 2026 (effective date; completed)
Period CoveredOn and after 1 April 2026 (effective date of the merger)
AmountMerger consideration: none; increase in capital: ¥0; increase in capital reserve: ¥0; increase in retained earnings reserve: ¥0
Quantity / scale51 issued shares of MENTA株式会社, 1 shareholder, and a 100.0% voting rights ratio held by LANCERS,INC.
Impact on Business PerformanceNo impact of the merger on financial results is stated. At present, no circumstances are anticipated that would impede LANCERS,INC.'s ability to perform its obligations following the absorption-type merger.
ReasonBecause the merger is between a wholly owned parent company and its subsidiary; because it is a simplified absorption-type merger under Article 796, Paragraph 2 of the Companies Act and a short-form merger under Article 784, Paragraph 1 of the Companies Act
Governing RuleArticle 801, Paragraph 1 of the Companies Act; Article 200 of the Ordinance for Enforcement of the Companies Act; Article 782, Paragraph 1 of the Companies Act; Article 182 of the Ordinance for Enforcement of the Companies Act; Articles 784-2, 785, 787, 789, 796, Paragraph 2, 796-2, 797, 799 and 921 of the Companies Act
Related previous disclosures“Advance Disclosure Document Concerning the Absorption-Type Merger” dated 20 February 2026
Future plansThe registration of the change under Article 921 of the Companies Act is scheduled to be completed on 1 April 2026

The reasons the company gives

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

The filing states that the merger was between a wholly owned parent company and its subsidiary and was carried out under the procedures for a simplified merger and a short-form merger. It does not state a business purpose for the merger.

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Statutory Post-Closing Disclosure Document (Merger) (MENTA Co., Ltd.) | LANCERS,INC. (4484) timely disclosure | Komori