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M&A and Subsidiary Changes8473SBI Holdings,Inc.Financials (excluding banks)

Notice Regarding the Acquisition of Shares in 株式会社ブランジスタ (Securities Code: 6176), Constituting a Share Accumulation

SBINM合同会社, an SBI Group company, will acquire up to an additional 1,745,000 shares of Brangista Inc. through market purchases. Following the acquisition, SBI Group plans to increase its ownership ratio of voting rights from 7.95% to a maximum of 20.02% and make Brangista Inc. an equity-method affiliate.

Worth reading
40Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
12.06
Maximum ratio of total voting rights
Wording
Conditional
How definitive the wording is.

This transaction

This share acquisition
Disclosing companySBI Holdings,Inc.
Brangista Inc.Voting rights ownership percentageNumber of shares acquired Common shares: 1,745,000 shares (maximum) / 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.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Promotion support business, "Axel Japan"; media business, including the electronic magazine "Tabiiro"; promotion support, PR using electronic magazines and video, and related services including EC support

Location Shibuya, Tokyo
Procedures and assumptions
Conditions Precedent to ExecutionIf filings or other procedures under the Antimonopoly Act become necessary, the parties will respond appropriately in accordance with the applicable laws and regulations.
Management structure after acquisitionIf the number of shares acquired reaches the maximum, Brangista Inc. is planned to become an equity-method affiliate. Even if the number of shares acquired does not reach the maximum, the policy is to continue holding the shares acquired as of that point. As measures to strengthen collaboration between the two groups, the groups plan to expand the rollout of Axel Japan, enhance services including Tabiiro, and support the growth of portfolio companies.
This transaction
ItemDetails
Transaction nameThis share acquisition
Name of the Subject CompanyBrangista Inc.
Business Description of the Subject CompanyPromotion support business, "Axel Japan"; media business, including the electronic magazine "Tabiiro"; promotion support, PR using electronic magazines and video, and related services including EC support
Location of the Subject CompanyShibuya, Tokyo
Number of shares acquiredCommon shares: 1,745,000 shares (maximum) / Number of voting rights: Not disclosed
Voting rights ownership percentageBefore 7.95% (as of 31 March 2026) → after 20.02% (planned if the number of shares acquired reaches the maximum)
Contract Date10 September 2025 (capital and business alliance agreement)
Execution Date / Effective Date4 September 2026 to 31 March 2027 (planned)
Conditions Precedent to ExecutionIf filings or other procedures under the Antimonopoly Act become necessary, the parties will respond appropriately in accordance with the applicable laws and regulations.
Management structure after acquisitionIf the number of shares acquired reaches the maximum, Brangista Inc. is planned to become an equity-method affiliate. Even if the number of shares acquired does not reach the maximum, the policy is to continue holding the shares acquired as of that point. As measures to strengthen collaboration between the two groups, the groups plan to expand the rollout of Axel Japan, enhance services including Tabiiro, and support the growth of portfolio companies.
Items this document does not state (22)
Counterparty nameCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionValuation methodologyIndependent valuation institutionSpecial Committee

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 build a stronger partnership and drive further business development by making deeper use of the Brangista Group's solutions and maximizing synergies between the two groups. Specifically, the groups plan to expand the rollout of "Axel Japan," accelerate and expand user services for the Japanese market, including "Tabiiro," and support the growth of portfolio companies.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Acquisition of Shares in 株式会社ブランジスタ (Securities Code: 6176), Constituting a Share Accumulation | SBI Holdings,Inc. (8473) timely disclosure | Komori