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M&A and Subsidiary Changes5034unerry,Inc.Information and Communications, Services and Others

Notice Regarding the Commencement of Consideration of an Absorption-Type Merger with a Wholly Owned Subsidiary

The Company has resolved to begin considering a merger by absorption of its wholly owned subsidiary, 株式会社ブログウォッチャー, with a view to effecting the merger on 1 January 2027. The specific details of the merger will be discussed and disclosed once determined.

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This transaction

Merger of a Wholly Owned Subsidiary
Counterparty (target company)株式会社ブログウォッチャー
Disclosing companyunerry,Inc.
Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

1. Development, provision and operation of the location data platform “Profile Passport” 2. Provision of marketing support, analytics and advertising distribution solutions using location-based big data

Location Chiyoda-ku, TokyoShare capital ¥50 millionDate of incorporation 2 April 2007
Impact on Business Performance

The impact of this matter has not been incorporated into the earnings forecast for the fiscal year ending June 2027. If the merger by absorption proceeds, the Company will assess its impact in detail and promptly disclose any matters requiring disclosure.

Procedures and assumptions
Management structure after acquisitionThe Company intends to consolidate management resources and improve management efficiency by integrating its organization with 株式会社ブログウォッチャー. Details regarding the corporate name, representative and treatment of employees have not been disclosed.
This transaction
ItemDetails
Transaction nameMerger of a Wholly Owned Subsidiary
Counterparty name株式会社ブログウォッチャー
Name of the Subject Company株式会社ブログウォッチャー
Business Description of the Subject Company1. Development, provision and operation of the location data platform “Profile Passport” 2. Provision of marketing support, analytics and advertising distribution solutions using location-based big data
Location of the Subject CompanyChiyoda-ku, Tokyo
Capital Stock of the Subject Company¥50 million
Date of Establishment of the Subject Company2 April 2007
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe impact of this matter has not been incorporated into the earnings forecast for the fiscal year ending June 2027. If the merger by absorption proceeds, the Company will assess its impact in detail and promptly disclose any matters requiring disclosure.
Date of board resolution13 August 2026
Execution Date / Effective Date1 January 2027 (scheduled; target date)
Management structure after acquisitionThe Company intends to consolidate management resources and improve management efficiency by integrating its organization with 株式会社ブログウォッチャー. Details regarding the corporate name, representative and treatment of employees have not been disclosed.
Items this document does not state (20)
Net 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 priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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 integrate the organization with 株式会社ブログウォッチャー, consolidate management resources, improve management efficiency and accelerate future growth.

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Notice Regarding the Commencement of Consideration of an Absorption-Type Merger with a Wholly Owned Subsidiary | unerry,Inc. (5034) timely disclosure | Komori