Komori
M&A and Subsidiary Changes5572Ridge-i Inc.Information and Communications, Services and Others

(Progress on Disclosed Matter) Notice of Execution of a Share Transfer Agreement Concerning the Change in Consolidated Subsidiary Status (Share Transfer)

The Company has entered into an agreement to transfer all of its shares in スターミュージック, a consolidated subsidiary, to SBI Holdings, Inc. for ¥921 million. Following completion of the transfer, スターミュージック is expected to cease to be a consolidated subsidiary of the Company.

Worth reading
61In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
921
¥ million
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Share transfer
CounterpartySBI Holdings, Inc.
Disclosing companyRidge-i Inc.
株式会社スターミュージック・エンタテインメントSubject of this transactionNumber of shares acquired 710,000 shares; number of voting rights: 710,000Voting rights ownership percentage Before 66.98% → after -%
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Consideration and expenses
Acquisition price¥921 million
Type of ConsiderationCash
Amount of extraordinary income (loss)No gain or loss on the sale of shares in an affiliate is expected to arise.
Impact on Business Performance

The impact on consolidated results for the fiscal year ending July 2026 is currently being reviewed. The Company will promptly disclose any matters requiring disclosure if they arise.

Procedures and assumptions
Conditions Precedent to ExecutionApproval at the Company's general meeting of shareholders scheduled for 15 July 2026
Management structure after acquisitionスターミュージック is expected to be excluded from the Company's consolidated subsidiaries. The trade name, representative, and treatment of employees are Not disclosed
This transaction
ItemDetails
Transaction nameShare transfer
Counterparty nameSBI Holdings, Inc.
Name of the Subject Company株式会社スターミュージック・エンタテインメント
Acquisition price¥921 million
Type of ConsiderationCash
Number of shares acquired710,000 shares; number of voting rights: 710,000
Voting rights ownership percentageBefore 66.98% → after -%
Amount of extraordinary income (loss)No gain or loss on the sale of shares in an affiliate is expected to arise.
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending July 2026 is currently being reviewed. The Company will promptly disclose any matters requiring disclosure if they arise.
Date of board resolution18 May 2026
Contract Date18 May 2026
Execution Date / Effective Date16 July 2026 (予定)
Conditions Precedent to ExecutionApproval at the Company's general meeting of shareholders scheduled for 15 July 2026
Management structure after acquisitionスターミュージック is expected to be excluded from the Company's consolidated subsidiaries. The trade name, representative, and treatment of employees are Not disclosed
Items this document does not state (18)
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 CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountValuation methodologyIndependent valuation institutionSpecial Committee

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.

The reason for the share transfer is not stated in the main text.

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.
(Progress on Disclosed Matter) Notice of Execution of a Share Transfer Agreement Concerning the Change in Consolidated Subsidiary Status (Share Transfer) | Ridge-i Inc. (5572) timely disclosure | Komori