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Statutory disclosure document7082Jimoty,Inc.Information and Communications, Services and Others

Statutory Prior Disclosure Document (Reverse Stock Split)

The company has decided to submit to an extraordinary shareholders meeting a proposal to consolidate 1,200,000 shares into 1 share, making Culture Convenience Club Co., Ltd. the sole ultimate shareholder. As a result of the consolidation, the shares held by other shareholders will become fractions of less than 1 share, and the company plans to pay cash equivalent to ¥1,420 per share.

Worth reading
88Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
1200000
Reverse stock split of shares into 1 share
Wording
Conditional
How definitive the wording is.

Decision and Details

Board of Directors meeting held on 6 August 2026

Share consolidation (the share consolidation)

Decision6 August 2026
Period CoveredFrom the effective date onward (no end date stated)
Implementation1 October 2026 (scheduled effective date)
Going forwardExtraordinary shareholders meeting scheduled for 28 August 2026; delisting scheduled for 29 September 2026; treasury shares scheduled to be cancelled on 30 September 2026; share consolidation scheduled to take effect on 1 October 2026; application to the court for permission to sell fractional shares scheduled to be filed around mid-October 2026; fractional shares scheduled to be sold to Culture Convenience Club Co., Ltd. around early November 2026; sale proceeds scheduled to be paid to shareholders from around mid-January to mid-February 2027
AmountCash to be paid for fractional shares: number of shares held by each affected shareholder × ¥1,420 (scheduled)
Quantity / scale1,200,000 shares consolidated into 1 share; 32 shares as the total number of authorized shares as of the effective date; 215,854 treasury shares to be cancelled as of 30 September 2026, subject to approval at the shareholders meeting
Reason

To make Culture Convenience Club Co., Ltd. the sole shareholder, as shareholders other than Culture Convenience Club Co., Ltd. remained after the tender offer. The company also intends to accelerate its business development by leveraging the expertise and resources of the Culture Convenience Club Group.

Impact on Business Performance

No amount of the impact of the share consolidation itself on business performance is stated. The company explains that the transaction is expected to enhance corporate value.

Decision and Details
ItemDetails
Matter CoveredShare consolidation (the share consolidation)
Decision-Making BodyBoard of Directors meeting held on 6 August 2026
Decision Date6 August 2026
Implementation Date1 October 2026 (scheduled effective date)
Period CoveredFrom the effective date onward (no end date stated)
AmountCash to be paid for fractional shares: number of shares held by each affected shareholder × ¥1,420 (scheduled)
Quantity / scale1,200,000 shares consolidated into 1 share; 32 shares as the total number of authorized shares as of the effective date; 215,854 treasury shares to be cancelled as of 30 September 2026, subject to approval at the shareholders meeting
Impact on Business PerformanceNo amount of the impact of the share consolidation itself on business performance is stated. The company explains that the transaction is expected to enhance corporate value.
ReasonTo make Culture Convenience Club Co., Ltd. the sole shareholder, as shareholders other than Culture Convenience Club Co., Ltd. remained after the tender offer. The company also intends to accelerate its business development by leveraging the expertise and resources of the Culture Convenience Club Group.
Governing RuleArticle 182-2, paragraph 1 of the Companies Act; Article 33-9 of the Regulation for Enforcement of the Companies Act; Article 180, paragraph 2, Article 235, and Article 234, paragraph 2 of the Companies Act; proviso to Article 24, paragraph 1 of the Financial Instruments and Exchange Act
Related previous disclosures15 May 2026, “Notice Regarding the Opinion in Favor of and Recommendation to Tender Shares in the Tender Offer for the Company’s Share Certificates, etc. by Culture Convenience Club Co., Ltd.”; 26 May 2026, “(Correction) Notice Regarding Partial Correction to the ‘Notice Regarding the Opinion in Favor of and Recommendation to Tender Shares in the Tender Offer for the Company’s Share Certificates, etc. by Culture Convenience Club Co., Ltd.’”; 30 June 2026, “Notice Regarding the Results of the Tender Offer for the Company’s Shares by Culture Convenience Club Co., Ltd. and Changes in the Parent Company, Largest Major Shareholder, and Major Shareholders”
Future plansExtraordinary shareholders meeting scheduled for 28 August 2026; delisting scheduled for 29 September 2026; treasury shares scheduled to be cancelled on 30 September 2026; share consolidation scheduled to take effect on 1 October 2026; application to the court for permission to sell fractional shares scheduled to be filed around mid-October 2026; fractional shares scheduled to be sold to Culture Convenience Club Co., Ltd. around early November 2026; sale proceeds scheduled to be paid to shareholders from around mid-January to mid-February 2027

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

Because the company was unable to acquire all shares through the tender offer, the transaction will be carried out as a squeeze-out procedure to make Culture Convenience Club Co., Ltd. the sole shareholder and become its consolidated subsidiary. The company explains that it expects to accelerate the growth of its Jimoty Spot business and other operations by leveraging the franchise management expertise and management resources of the Culture Convenience Club Group.

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Statutory Prior Disclosure Document (Reverse Stock Split) | Jimoty,Inc. (7082) timely disclosure | Komori