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M&A and Subsidiary Changes7602Ledax Co.,Ltd.Trading & Wholesale

Notice Regarding Completion of Payment for a Third-Party Allotment of Shares by Freedom Japan Co., Ltd., a Joint Venture

Payment of ¥90 million for the third-party allotment of shares in the joint venture Freedom Japan by Freedom Holding Corp. has been completed. Following the capital increase, Freedom Holding Corp. will hold 90% and the Company will hold 10%.

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Scale
90000000
¥
Wording
Conditional
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This transaction

Private Placement
CounterpartyFreedom Holding Corp.
Disclosing companyLedax Co.,Ltd.
Freedom Japan Co., Ltd.Voting rights ownership percentageNumber of shares acquired 1,800 common shares; number of voting rights: Not disclosed

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

Execution Date / Effective Date22 May 2026 (payment completed)
Target company

Market research, analysis and consulting relating to financial businesses using cutting-edge FinTech Market research and regulatory authority liaison in preparation for entering the banking business

Location Chiyoda-ku, TokyoShare capital ¥100,000,000Date of incorporation 30 January 2026
Consideration and expenses
Acquisition price¥90,000,000
Type of ConsiderationCash
Impact on Business Performance

The impact of this matter on the Company's consolidated results for the current fiscal year is under review.

Procedures and assumptions
Management structure after acquisitionFollowing completion of the capital increase, the nominees designated by Freedom Holding Corp. are expected to take office. The representative director will be Timur Turlov, the directors will be Tamerlan Rakhimov, a person designated by Freedom Holding Corp., 加畑雅之 and 渡邊雄太, and the corporate auditor will be 長倉統己. The appointments are scheduled for the end of May 2026.
This transaction
ItemDetails
Transaction namePrivate Placement
Counterparty nameFreedom Holding Corp.
Name of the Subject CompanyFreedom Japan Co., Ltd.
Business Description of the Subject CompanyMarket research, analysis and consulting relating to financial businesses using cutting-edge FinTech Market research and regulatory authority liaison in preparation for entering the banking business
Location of the Subject CompanyChiyoda-ku, Tokyo
Capital Stock of the Subject Company¥100,000,000
Date of Establishment of the Subject Company30 January 2026
Acquisition price¥90,000,000
Type of ConsiderationCash
Number of shares acquired1,800 common shares; number of voting rights: Not disclosed
Voting rights ownership percentageAfter 10% (before not disclosed)
Impact on Business PerformanceThe impact of this matter on the Company's consolidated results for the current fiscal year is under review.
Execution Date / Effective Date22 May 2026 (payment completed)
Management structure after acquisitionFollowing completion of the capital increase, the nominees designated by Freedom Holding Corp. are expected to take office. The representative director will be Timur Turlov, the directors will be Tamerlan Rakhimov, a person designated by Freedom Holding Corp., 加畑雅之 and 渡邊雄太, and the corporate auditor will be 長倉統己. The appointments are scheduled for the end of May 2026.
Items this document does not state (18)
Net 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 amountAmount of extraordinary income (loss)Date of board resolutionContract 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 develop a joint business in the Japanese market under a strong partnership with Freedom Holding Corp. and contribute to enhancing corporate value over the medium to long term.

How to read this page

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Notice Regarding Completion of Payment for a Third-Party Allotment of Shares by Freedom Japan Co., Ltd., a Joint Venture | Ledax Co.,Ltd. (7602) timely disclosure | Komori