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Statutory disclosure document8772ASAX CO.,LTD.Financials (excluding banks)

Statutory Pre-Merger Disclosure Document (株式会社フォーサイト)

ASAX and フォーサイト have entered into a merger agreement and will carry out a merger without consideration in which フォーサイト will be the absorbed company and ASAX will be the surviving company. The effective date is 28 September 2026.

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Decision and Details

Advance disclosure matters relating to the absorption-type merger

Decision19 August 2026 (date the merger agreement was signed)
Implementation28 September 2026 (scheduled effective date)
Going forwardThe merger is scheduled to take effect on 28 September 2026. If any change occurs in the matters after the start date of the prior disclosure period, the change will be disclosed immediately.
AmountMerger consideration: none; total assets in フォーサイト's latest fiscal year: ¥819.04 million; total liabilities: ¥751.350 million; total net assets: ¥67.691 million
Reason

Because this is a merger without consideration between a wholly owned parent company and its wholly owned subsidiary.

Impact on Business Performance

No event that would impede the surviving company's performance of its obligations is currently anticipated following the merger.

Decision and Details
ItemDetails
Matter CoveredAdvance disclosure matters relating to the absorption-type merger
Decision Date19 August 2026 (date the merger agreement was signed)
Implementation Date28 September 2026 (scheduled effective date)
AmountMerger consideration: none; total assets in フォーサイト's latest fiscal year: ¥819.041 million; total liabilities: ¥751.350 million; total net assets: ¥67.691 million
Impact on Business PerformanceNo event that would impede the surviving company's performance of its obligations is currently anticipated following the merger.
ReasonBecause this is a merger without consideration between a wholly owned parent company and its wholly owned subsidiary.
Governing RuleArticle 794, Paragraph 1 of the Companies Act; Article 191 of the Regulation for Enforcement of the Companies Act; Article 796, Paragraph 2 of the Companies Act; and Article 784, Paragraph 1 of the Companies Act
Future plansThe merger is scheduled to take effect on 28 September 2026. If any change occurs in the matters after the start date of the prior disclosure period, the change will be disclosed immediately.
Items this document does not state (4)
Decision-Making BodyPeriod CoveredQuantity / scaleRelated 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.

Because this is a merger between a wholly owned parent company and its wholly owned subsidiary. The company states that, following the merger, the surviving company's assets will continue to substantially exceed its liabilities and that no event currently anticipated would impede the performance of its obligations.

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Statutory Pre-Merger Disclosure Document (株式会社フォーサイト) | ASAX CO.,LTD. (8772) timely disclosure | Komori