Komori
Occurring Fact9235Ureru Net Advertising Group Co.,Ltd.Information and Communications, Services and Others

Notice Regarding a Change in the Controlling Shareholder (Excluding the Parent Company)

The total number of voting rights will increase due to the issuance of new shares in connection with a share delivery and share exchange, and the voting rights ratio held by Kato Koichi Leo (加藤公一レオ) and the joint holders is expected to decline from 55.02% to 46.30%. As a result, Kato Koichi Leo (加藤公一レオ) will no longer be a controlling shareholder, but will remain a major shareholder and the largest shareholder.

Worth reading
31Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
-8.72
Voting rights ownership percentage (percentage points)
Wording
Avoiding a definitive answer
How definitive the wording is.

Change in controlling shareholder (excluding the parent company)

Subject Entity

売れるネット広告社グループ株式会社, Kato Koichi Leo (加藤公一レオ), and the joint holders

Occurrence10 August 2026 (the scheduled effective date of the share delivery and share exchange)
This disclosure07/27/2026
Cause

The voting rights ratio held by Kato Koichi Leo (加藤公一レオ) and the joint holders will fall below 50% due to dilution resulting from the issuance of new shares in connection with the share delivery and share exchange.

Change in voting rights ownership ratio

Direct holdings28.87%→24.29%(-4.58pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

Direct holdings: 23,392 voting rights (28.87%); holdings included in aggregation: 21,192 voting rights (26.15%); total: 44,584 voting rights (55.02%). Based on the total number of voting rights as of 30 June 2026.

Voting rights ownership percentage after the change

Direct holdings: 23,392 voting rights (24.29%); holdings included in aggregation: 21,192 voting rights (22.01%); total: 44,584 voting rights (46.30%). Based on the total number of voting rights following the issuance of new shares in connection with the share delivery and share exchange.

Impact on Earnings Forecast

There will be no impact on the Company's management structure or results of operations. No revision to the earnings forecast is stated.

Outlook

The share delivery and share exchange are scheduled to become effective on 10 August 2026. Kato Koichi Leo (加藤公一レオ) will remain a major shareholder and the largest shareholder of the Company.

Event that occurred
ItemDetails
Event nameChange in controlling shareholder (excluding the parent company)
Date of occurrence10 August 2026 (the scheduled effective date of the share delivery and share exchange)
Subject Entity売れるネット広告社グループ株式会社, Kato Koichi Leo (加藤公一レオ), and the joint holders
CauseThe voting rights ratio held by Kato Koichi Leo (加藤公一レオ) and the joint holders will fall below 50% due to dilution resulting from the issuance of new shares in connection with the share delivery and share exchange.
Impact on Earnings ForecastThere will be no impact on the Company's management structure or results of operations. No revision to the earnings forecast is stated.
Voting rights ownership percentage before the changeDirect holdings: 23,392 voting rights (28.87%); holdings included in aggregation: 21,192 voting rights (26.15%); total: 44,584 voting rights (55.02%). Based on the total number of voting rights as of 30 June 2026.
Voting rights ownership percentage after the changeDirect holdings: 23,392 voting rights (24.29%); holdings included in aggregation: 21,192 voting rights (22.01%); total: 44,584 voting rights (46.30%). Based on the total number of voting rights following the issuance of new shares in connection with the share delivery and share exchange.
OutlookThe share delivery and share exchange are scheduled to become effective on 10 August 2026. Kato Koichi Leo (加藤公一レオ) will remain a major shareholder and the largest shareholder of the Company.
Items this document does not state (17)
Date recognized / date notice receivedTarget Locations / ProductsAmount of Impact on Business PerformanceAccounting period in which recognizedType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityPlanned follow-up disclosure

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 voting rights ratio held by Kato Koichi Leo (加藤公一レオ) and the joint holders will fall below 50% due to dilution resulting from the issuance of new shares in connection with the share delivery and share exchange.

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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding a Change in the Controlling Shareholder (Excluding the Parent Company) | Ureru Net Advertising Group Co.,Ltd. (9235) timely disclosure | Komori