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Statutory disclosure document7064Howtelevision,Inc.Information and Communications, Services and Others

Statutory Pre-Merger Disclosure Documents (mond Japan Co., Ltd.)

Howtelevision,Inc. entered into an agreement to absorb mond Japan Co., Ltd., its wholly owned subsidiary, with the merger scheduled to take effect on 1 December 2026. No merger consideration will be paid, and the surviving company's stated capital and capital reserve will not increase.

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Decision and Details

Howtelevision,Inc. and mond Japan Co., Ltd.

Absorption-Type Merger

Decision29 September 2026 (date the merger agreement was signed)
Period CoveredOn or after 1 December 2026 (after the effective date)
Implementation1 December 2026 (scheduled effective date; subject to change by agreement)
Going forwardThe company plans to complete the legally required procedures and make the merger effective on 1 December 2026. Any changes to these matters will be disclosed promptly.
AmountMerger consideration: none; increase in surviving company's stated capital: ¥0; increase in capital reserve: ¥0; increase in other reserves: ¥0
Quantity / scaleHowtelevision,Inc. holds all of the issued shares of mond Japan Co., Ltd.
Reason

Because this is a merger between a wholly owned parent company and its wholly owned subsidiary

Impact on Business Performance

The surviving company's assets are expected to substantially exceed its liabilities after the merger, and the company has determined that there should be no issue with its ability to perform its obligations.

Amount/Quantity Detailsmond Japan Co., Ltd.'s assets of ¥22,149,018, liabilities of ¥3,176,168 and net assets of ¥18,972,850 as of 31 January 2026
Decision and Details
ItemDetails
Matter CoveredAbsorption-Type Merger
Decision-Making BodyHowtelevision,Inc. and mond Japan Co., Ltd.
Decision Date29 September 2026 (date the merger agreement was signed)
Implementation Date1 December 2026 (scheduled effective date; subject to change by agreement)
Period CoveredOn or after 1 December 2026 (after the effective date)
AmountMerger consideration: none; increase in surviving company's stated capital: ¥0; increase in capital reserve: ¥0; increase in other reserves: ¥0
Quantity / scaleHowtelevision,Inc. holds all of the issued shares of mond Japan Co., Ltd.
Impact on Business PerformanceThe surviving company's assets are expected to substantially exceed its liabilities after the merger, and the company has determined that there should be no issue with its ability to perform its obligations.
ReasonBecause this is a merger between a wholly owned parent company and its wholly owned subsidiary
Governing RuleCompanies Act, Articles 748, 2(27), 782(1), 784(1), 794(1) and 796(2); Ordinance for Enforcement of the Companies Act, Articles 182 and 191
Future plansThe company plans to complete the legally required procedures and make the merger effective on 1 December 2026. Any changes to these matters will be disclosed promptly.
Amount/Quantity Detailsmond Japan Co., Ltd.'s assets of ¥22,149,018, liabilities of ¥3,176,168 and net assets of ¥18,972,850 as of 31 January 2026
Items this document does not state (1)
Related previous disclosures

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.

As this is a merger between a wholly owned parent company and its wholly owned subsidiary, no merger consideration will be paid. The company also expects no issues with the surviving company's ability to perform its obligations after the merger.

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Statutory Pre-Merger Disclosure Documents (mond Japan Co., Ltd.) | Howtelevision,Inc. (7064) timely disclosure | Komori