Decision and Details
Board of Directors meeting held on 7 August 2026 (submission of the share consolidation proposal to an extraordinary general meeting of shareholders)Prior disclosure document concerning the share consolidation
To limit the shareholders to the tender offeror, リトルポンド and HTIO, and take the Company private as a wholly owned subsidiary of the tender offeror.
The impact of the share consolidation itself on business results is not disclosed. The document states that taking the Company private will reduce costs such as the costs of maintaining its listing.
| Item | Details |
|---|---|
| Matter Covered | Prior disclosure document concerning the share consolidation |
| Decision-Making Body | Board of Directors meeting held on 7 August 2026 (submission of the share consolidation proposal to an extraordinary general meeting of shareholders) |
| Decision Date | 7 August 2026 |
| Implementation Date | 30 September 2026 (scheduled effective date) |
| Period Covered | From 30 September 2026 onward (effect of the share consolidation) |
| Amount | The sale price for fractional shares is expected to be equivalent to ¥1,370 per share. The tender offer price was ¥1,370. |
| Quantity / scale | 2,333,576 common shares will be consolidated into 1 share. The total number of authorized shares as of the effective date will be 20. The Company plans to cancel 2,109,125 treasury shares on 29 September 2026. |
| Impact on Business Performance | The impact of the share consolidation itself on business results is not disclosed. The document states that taking the Company private will reduce costs such as the costs of maintaining its listing. |
| Reason | To limit the shareholders to the tender offeror, リトルポンド and HTIO, and take the Company private as a wholly owned subsidiary of the tender offeror. |
| Governing Rule | Article 182-2, Paragraph 1 of the Companies Act; Article 33-9 of the Ordinance for Enforcement of the Companies Act; Article 180, Paragraph 2, Article 234, Paragraph 2 and Article 235 of the Companies Act |
| Related previous disclosures | "Notice Concerning the Implementation of an MBO and Recommendation to Tender Shares" dated 28 May 2026; "Notice Concerning Changes to Certain Details of the 'Notice Concerning the Implementation of an MBO and Recommendation to Tender Shares'" dated 30 June 2026; "Notice Concerning the Results of the Tender Offer for the Company's Shares by メディア株式会社 and Changes in Major Shareholders and Other Affiliated Companies" dated 15 July 2026 |
| Future plans | An extraordinary general meeting of shareholders is scheduled for 7 September 2026. The Company is scheduled to be delisted on 28 September 2026, cancel its treasury shares on 29 September, and effect the share consolidation on 30 September. Around early October 2026, the Company plans to apply to the court for permission to sell the fractional shares, sell them around late October, and distribute the sale proceeds to shareholders around mid-December. |
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To take the Company's shares private and make the Company a wholly owned subsidiary of メディア株式会社 as the second step of the acquisition following the tender offer.