Capital and Business Alliance with dip Corporation, Disposal of Treasury Shares through a Third-Party Allotment, Appointment of Candidates for New Directors, and Change in Controlling Shareholder Other Than the Parent Company
Geniee,Inc. (filing company); dip Corporation (prospective allottee and capital and business alliance partner)
Advertising platform business, marketing SaaS business, and system development using AI technology
The Company determined that deepening business collaboration with dip Corporation over the medium to long term and strengthening the relationship through an equity investment would be effective.
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
Kudo Tomoaki (工藤智昭): 65,444 voting rights held directly and 65,444 voting rights included in the aggregate calculation, for a total of 65,444 voting rights (52.70%), as of 31 March 2026
Kudo Tomoaki (工藤智昭): 65,444 voting rights held directly and 65,444 voting rights included in the aggregate calculation, for a total of 65,444 voting rights (49.13%), based on the number of issued shares and other figures as of 31 March 2026
The impact of this matter on financial results is currently under review. If the need for timely disclosure arises, the Company will disclose the information promptly.
The scheduled start date for the business under the capital and business alliance is 8 June 2026, the scheduled payment date for the disposal of treasury shares is 24 June 2026, and the proposal to appoint Fujiwara Shoji (藤原彰二) as a director will be submitted to the Ordinary General Meeting of Shareholders scheduled for 30 June 2026. Over the medium to long term, the Company believes that the alliance will contribute to increasing corporate value and shareholder value.
The Company will promptly disclose any information if the need for timely disclosure arises.
| Item | Details |
|---|---|
| Event name | Capital and Business Alliance with dip Corporation, Disposal of Treasury Shares through a Third-Party Allotment, Appointment of Candidates for New Directors, and Change in Controlling Shareholder Other Than the Parent Company |
| Date of occurrence | 5 June 2026 (date of board resolution and execution date of the investment agreement) |
| Subject Entity | Geniee,Inc. (filing company); dip Corporation (prospective allottee and capital and business alliance partner) |
| Target Locations / Products | Advertising platform business, marketing SaaS business, and system development using AI technology |
| Cause | The Company determined that deepening business collaboration with dip Corporation over the medium to long term and strengthening the relationship through an equity investment would be effective. |
| Impact on Earnings Forecast | The impact of this matter on financial results is currently under review. If the need for timely disclosure arises, the Company will disclose the information promptly. |
| Voting rights ownership percentage before the change | Kudo Tomoaki (工藤智昭): 65,444 voting rights held directly and 65,444 voting rights included in the aggregate calculation, for a total of 65,444 voting rights (52.70%), as of 31 March 2026 |
| Voting rights ownership percentage after the change | Kudo Tomoaki (工藤智昭): 65,444 voting rights held directly and 65,444 voting rights included in the aggregate calculation, for a total of 65,444 voting rights (49.13%), based on the number of issued shares and other figures as of 31 March 2026 |
| Outlook | The scheduled start date for the business under the capital and business alliance is 8 June 2026, the scheduled payment date for the disposal of treasury shares is 24 June 2026, and the proposal to appoint Fujiwara Shoji (藤原彰二) as a director will be submitted to the Ordinary General Meeting of Shareholders scheduled for 30 June 2026. Over the medium to long term, the Company believes that the alliance will contribute to increasing corporate value and shareholder value. |
| Planned follow-up disclosure | The Company will promptly disclose any information if the need for timely disclosure arises. |
Items this document does not state (15)
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 purpose is to increase the corporate value of both companies and expand their businesses through joint service development and business collaboration with dip Corporation. The reasons given for the disposal of treasury shares are that it makes use of treasury shares held by the Company, contributes to maintaining financial soundness compared with debt financing, and is suitable for building a relationship with a specific business partner.