Decision and Details
CellSource Co.,Ltd.'s Board of Directors and the directors of ハイブリッドメディカル株式会社Prior disclosure relating to the absorption-type merger
Because CellSource Co.,Ltd. owns all of the issued shares of ハイブリッドメディカル株式会社 (100%), it was determined that not issuing new shares and not paying merger consideration would not disadvantage the shareholders of either company.
It was determined that CellSource Co.,Ltd. is expected to perform its obligations with respect to its liabilities after the merger, including assumed liabilities. The amount of the impact on financial results is Not disclosed
| Item | Details |
|---|---|
| Matter Covered | Prior disclosure relating to the absorption-type merger |
| Decision-Making Body | CellSource Co.,Ltd.'s Board of Directors and the directors of ハイブリッドメディカル株式会社 |
| Decision Date | 23 April 2026 |
| Amount | Total assets: ¥269,236,470; total liabilities: ¥39,823,703; total net assets: ¥229,412,767; total net sales: ¥108,500,000; net income: ¥29,412,767 (all for the fiscal year ended October 2025) |
| Quantity / scale | All issued shares of ハイブリッドメディカル株式会社 (100%) |
| Impact on Business Performance | It was determined that CellSource Co.,Ltd. is expected to perform its obligations with respect to its liabilities after the merger, including assumed liabilities. The amount of the impact on financial results is Not disclosed |
| Reason | Because CellSource Co.,Ltd. owns all of the issued shares of ハイブリッドメディカル株式会社 (100%), it was determined that not issuing new shares and not paying merger consideration would not disadvantage the shareholders of either company. |
| Governing Rule | Article 794, paragraph 1 and Article 782, paragraph 1 of the Companies Act; Articles 182 and 191 of the Ordinance for Enforcement of the Companies Act; and Article 24, paragraph 1 of the Financial Instruments and Exchange Act |
| Related previous disclosures | Page 158 of Official Gazette Extra Edition No. 36 dated 20 February 2026, “Details of the financial results of ハイブリッドメディカル株式会社 for the fiscal year ended October 2025” |
Items this document does not state (3)
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.CellSource Co.,Ltd. owns all of the issued shares of ハイブリッドメディカル株式会社 (100%), and the fact that no new shares will be issued and no merger consideration will be paid will not disadvantage the shareholders of either company.