BANDAI NAMCO HOLDINGS INC. October 19, 2021
Name of listed company: BANDAI NAMCO Holdings Inc.
Name of representative: Masaru Kawaguchi,
President and Representative Director (Code Number: 7832 TSE 1st section) Contact: Yuji Asako,
Director, Division General Manager
of the Corporate Planning Division
Notice Regarding Reorganization Through Absorption-Type Company Split
and Merger Between Wholly-Owned Subsidiaries
Combination of Three Companies in the Visual Business and Three Companies in the Music
and Live Event Businesses to Further Strengthen the IP Axis Strategy
BANDAI NAMCO Holdings Inc. (the "Company") hereby announces that, in order to further strengthen the IP axis strategy* that is a core strategy of the Group, it decided at its Board of Directors Meeting held today to reorganize the companies belonging to the IP Production Unit on April 1, 2022 by combining three companies in the visual business into one company and combining three companies in the music and live event businesses into one company.
By bringing together functions in order to leverage the strengths of the visual business, music business and live event business to the fullest extent and by further strengthening our IP creation and production capabilities through this reorganization, the Company will be able to conduct its business more quickly in a rapidly changing industry.
1. Purpose of the reorganization
The IP Production Unit, whose most important mission is to create IP, produces and develops worldviews for IP through coordination among the visual, music and live event businesses. Furthermore, the Company aims to maximize the value of IP by coordinating with each Unit in the Group.
By combining the companies in the visual, music and live event businesses of the IP Production Unit, the companies will be able to share the different expertise, strengths, external partner networks, etc. of each company engaged in creating and developing IP, and effectively utilize the Company's IP and music. In addition, through personnel exchanges, etc., the Company will strengthen the development of human resources involved in IP creation and production. With these initiatives, the Company aims to further strengthen the IP creation and production capabilities, which are at the core of the IP axis strategy.
The effect of this reorganization on the consolidated operating results for the fiscal year ending March 31, 2022 is immaterial.
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2. Summary of the reorganization (planned)
- Reorganization in the visual business
In the visual business, the Company will conduct an absorption-type company split of the visual business of BANDAI NAMCO Arts Inc., in which SUNRISE INC. will be the successor company, and an absorption-type merger with BANDAI NAMCO Rights Marketing Inc., in which SUNRISE INC. will be the surviving company and BANDAI NAMCO Rights Marketing Inc. will be the disappearing company.
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Schedule October 15, 2021
Decision by the Board of Directors at BANDAI NAMCO Arts Inc. and BANDAI NAMCO Rights Marketing Inc. (It is assumed that the decision will be approved by the Company's Board of Directors.)
October 18, 2021
Decision by the Board of Directors at SUNRISE INC. (It is assumed that the decision will be approved by the Company's Board of Directors.)
October 19, 2021
Decision by the Board of Directors at the Company.
February 2022
Conclusion of the agreement regarding the absorption-type company split and the absorption-type merger involving SUNRISE INC., BANDAI NAMCO Arts Inc. and BANDAI NAMCO Rights Marketing Inc.
March 2022
Extraordinary general meeting of shareholders at SUNRISE INC., BANDAI NAMCO Arts Inc. and BANDAI NAMCO Rights Marketing Inc. (Approval of reorganization)
April 1, 2022 Effective date - Overview of the related parties
Company that splits off a | |||
Successor and surviving company | portion of its business to be | Disappearing company | |
absorbed | |||
Name | SUNRISE INC. | BANDAI NAMCO Arts Inc. | BANDAI NAMCO Rights |
Marketing Inc. | |||
Location | Suginami-ku, Tokyo | Shibuya-ku, Tokyo | Chiyoda-ku, Tokyo |
Representative | Makoto Asanuma | Satoshi Kono | Yoshitaka Tao |
Planning and production of | Planning, production, and | Development, operation and sales | |
Business | animation; management and | management of visual and | of online video distribution |
administration of copyrights | music content, artist discovery | platform services; development, | |
description | and development, production of | operation, and sales of various | |
live events, etc. | community services and related | ||
tools | |||
Capital | ¥300 million | ¥2,182 million | ¥30 million |
Date of | November 1976 | August 1983 | March 2002 |
establishment | |||
Shareholder | BANDAI NAMCO Holdings Inc.: | BANDAI NAMCO Holdings | BANDAI NAMCO Holdings Inc.: |
composition | 100% | Inc.: 100% | 100% |
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- Overview of the new company after the reorganization in which the current SUNRISE INC. is the surviving company (planned as of April 1, 2022)
Name | Undetermined |
Location | Shibuya-ku, Tokyo |
Representative | President and Representative Director |
Business description | Planning, production, management and administration of IP, centered on visual contents |
Capital | ¥300 million |
Shareholder composition | BANDAI NAMCO Holdings Inc.: 100% |
Fiscal year-end | March |
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(2) Reorganization in the music and live event businesses
In the music and live event businesses, the Company will conduct an absorption-type merger, in which BANDAI NAMCO Arts Inc. will be the successor company and BANDAI NAMCO Live Creative Inc. and SUNRISE Music INC. will be the disappearing companies.
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Schedule October 15, 2021
Decision by the Board of Directors at BANDAI NAMCO Arts Inc. and BANDAI NAMCO Live Creative Inc. (It is assumed that the decision will be approved by the Company's Board of Directors.)
October 18, 2021
Decision by the Board of Directors at SUNRISE Music INC. (It is assumed that the decision will be approved by the Company's Board of Directors.)
October 19, 2021
Decision by the Board of Directors at the Company.
February 2022
Conclusion of the agreement regarding the absorption-type merger involving BANDAI NAMCO Arts Inc., BANDAI NAMCO Live Creative Inc., and SUNRISE Music INC.
March 2022
Extraordinary general meeting of shareholders at BANDAI NAMCO Arts Inc., BANDAI NAMCO Live Creative Inc., and SUNRISE Music INC. (Approval of reorganization)
April 1, 2022 Effective date - Overview of the related parties
Surviving company | Disappearing company | Disappearing company | |
Name | BANDAI NAMCO Arts Inc. | BANDAI NAMCO Live | SUNRISE Music INC. |
Creative Inc. | |||
Location | Shibuya-ku, Tokyo | Shibuya-ku, Tokyo | Suginami-ku, Tokyo |
Representative | Satoshi Kono | Takaaki Suzuki | Shin Sasaki |
Planning, production, and | Planning and production of live | Production of music related to | |
Business | management of visual and music | performances and events; ticket | animations and planning and use |
content, artist discovery and | sales; planning, production, and | of music and masters, centered | |
description | |||
development, production of live | sales of goods; management of | on SUNRISE and BANDAI | |
events, etc. | live viewings, etc. | NAMCO Pictures | |
Capital | ¥2,182 million | ¥10 million | ¥10 million |
Date of | August 1983 | April 2010 | June 2002 |
establishment | |||
Shareholder | BANDAI NAMCO Holdings Inc.: | BANDAI NAMCO Arts Inc.: | SUNRISE INC.: 100% |
100% | 51% | ||
composition | |||
SUNRISE INC.: 49% | |||
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- Overview of the new company after the reorganization in which the current BANDAI NAMCO Arts Inc. is the surviving company (planned as of April 1, 2022)
Name | Undetermined |
Location | Shibuya-ku, Tokyo |
Representative | President and Representative Director |
Business description | Planning, production, management and administration of music content; artist discovery and |
development; and production of live events | |
Capital | ¥300 million |
* Due to the decrease in capital, the amount is scheduled to be changed from ¥2,182 million. | |
Shareholder composition | BANDAI NAMCO Holdings Inc.: 100% |
Fiscal year-end | March |
* IP axis strategy
This is a core strategy of the BANDAI NAMCO Group that aims to take advantage of the worldview and unique characteristics of IP, which includes characters and other intellectual property, and maximize IP value by providing the optimal products and services at the optimal possible times in the optimal regions.
End of notice
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Bandai Namco Holdings Inc. published this content on 19 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 October 2021 08:11:01 UTC.
