Worth reading
42Recurring
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
—
Displayed only when the document provides numerical figures.Wording
Conditional
How definitive the wording is.This transaction
This mergerCounterparty株式会社トリドリIS, 株式会社Vooster
Disclosing companytoridori Inc.
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
Influencer marketing business
Location Shibuya, TokyoShare capital ¥10 millionDate of incorporation 1 July 2025
Consideration and expenses
Acquisition priceNo shares or other monetary consideration will be allocated in connection with the merger.
Type of ConsiderationNo consideration (no shares or other monetary consideration will be allocated in connection with the merger)
Merger ratio/share exchange ratioNo figures disclosed. 株式会社トリドリIS will be the surviving company, and 株式会社Vooster will be dissolved.
Impact on Business Performance
The impact on the Company's consolidated results will be immaterial.
Procedures and assumptions
Management structure after acquisitionCorporate name: 株式会社トリドリプラットフォームズ. Head office: 28-1 Maruyamacho, Shibuya-ku, Tokyo. Representative Director and President: Sangu Shota (三宮 翔太). Representative Director and Executive Vice President: Natori Keigo (名取 慶悟). Business activities: influencer marketing business and inside sales business. Capital: ¥10 million. Major shareholder and ownership percentage: 株式会社トリドリ, 100%. Treatment of employees: Not disclosed.
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | 株式会社トリドリIS, 株式会社Vooster |
| Name of the Subject Company | 株式会社Vooster |
| Business Description of the Subject Company | Influencer marketing business |
| Location of the Subject Company | Shibuya, Tokyo |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 1 July 2025 |
| Acquisition price | No shares or other monetary consideration will be allocated in connection with the merger. |
| Type of Consideration | No consideration (no shares or other monetary consideration will be allocated in connection with the merger) |
| Merger ratio/share exchange ratio | No figures disclosed. 株式会社トリドリIS will be the surviving company, and 株式会社Vooster will be dissolved. |
| Voting rights ownership percentage | Before 100％ → after 100％ |
| Impact on Business Performance | The impact on the Company's consolidated results will be immaterial. |
| Date of board resolution | 14 October 2026 |
| Contract Date | 14 October 2026 |
| Execution Date / Effective Date | 1 December 2026 |
| Management structure after acquisition | Corporate name: 株式会社トリドリプラットフォームズ. Head office: 28-1 Maruyamacho, Shibuya-ku, Tokyo. Representative Director and President: Sangu Shota (三宮 翔太). Representative Director and Executive Vice President: Natori Keigo (名取 慶悟). Business activities: influencer marketing business and inside sales business. Capital: ¥10 million. Major shareholder and ownership percentage: 株式会社トリドリ, 100%. Treatment of employees: Not disclosed. |
Items this document does not state (16)
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 priceTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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 integrate Vooster's development capabilities with トリドリIS's sales network and sales expertise, strengthen the product sales structure, reflect advertisers' needs promptly in development, accelerate decision-making on pricing, sales initiatives and development policy, and eliminate duplication in administrative functions and system infrastructure.
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