Decision and Details
Not stated (the share exchange agreement was entered into by JAPAN Creative Platform Group Co.,Ltd. and JBS)Share exchange with ジャパンブロードキャストソリューションズ株式会社
Advance disclosure under Article 794, paragraph 1 of the Companies Act and Article 193 of the Regulation for Enforcement of the Companies Act. With reference to the valuation results provided by FYD, the parties discussed the exchange ratio based on the financial condition, asset position and financial forecasts of both companies and determined it to be appropriate.
| Item | Details |
|---|---|
| Matter Covered | Share exchange with ジャパンブロードキャストソリューションズ株式会社 |
| Decision-Making Body | Not stated (the share exchange agreement was entered into by JAPAN Creative Platform Group Co.,Ltd. and JBS) |
| Decision Date | 8 October 2026 (date the share exchange agreement was entered into) |
| Implementation Date | 1 December 2026 (effective date, scheduled) |
| Period Covered | From 1 December 2026 onward (from the effective date) |
| Amount | Increase in stated capital: ¥0; increase in capital reserve: the minimum amount required under applicable laws and regulations; increase in retained earnings reserve: ¥0 |
| Quantity / scale | Share exchange ratio: 146 shares of JAPAN Creative Platform Group Co.,Ltd. common stock for each JBS common share; 137,970 shares of JAPAN Creative Platform Group Co.,Ltd. common stock are scheduled to be issued, based on 945 JBS shares |
| Reason | Advance disclosure under Article 794, paragraph 1 of the Companies Act and Article 193 of the Regulation for Enforcement of the Companies Act. With reference to the valuation results provided by FYD, the parties discussed the exchange ratio based on the financial condition, asset position and financial forecasts of both companies and determined it to be appropriate. |
| Governing Rule | Article 794, paragraph 1 of the Companies Act; Article 193 of the Regulation for Enforcement of the Companies Act; Article 796, paragraph 2 of the Companies Act; Article 799, paragraph 1 of the Companies Act; Article 234 of the Companies Act |
| Future plans | JBS will seek approval of the agreement at a general meeting of shareholders by the day before the effective date. The share exchange is scheduled to become effective on 1 December 2026. However, the effective date may be changed if necessary, and the agreement will cease to be effective if approval of the agreement or approval from the relevant authorities is not obtained. |
Items this document does not state (2)
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.This is advance disclosure for a share exchange under the Companies Act. The parties explain that they determined the exchange ratio to be appropriate after discussions based on the financial condition, asset position and financial forecasts of both companies, with reference to the valuation results provided by a third-party valuation institution.