Market News
Oct. 31, 2014 TSE Examinations regarding mergers, etc. (not being a substantial surviving company) -FX PRIME by GMO Corporation-
TSE notifies you of the likelihood of an issue entering the grace period pertaining to not being a substantial surviving company due to a merger, etc. as follows.
| 1. Issue Name |
FX PRIME by GMO Corporation stock (Code: 8711, Market Division: JASDAQ Standard) |
| 2.Likelyb Grace Period | From Apr.1, 2015 (Wed.) to Mar. 31, 2019 (Sun.) |
| Provision |
Securities Listing Regulations, Rule 604-2, Paragraph 1, Item 3 (Securities Listing Regulations, Rule 601, Paragraph 1, Item 9, Sub-item b is a related provision.) (due to falling under cases where TSE deems that a listed company is not a substantial surviving company and the company is likely to enter the grace period) |
| 3.Reason | Today, FX PRIME by GMO Corporation (hereinafter referred to as "the Company") announced that the Company concluded a stock swap agreement with GMO CLICK Holdings, Inc. (Unlisted) subject to approval by the general shareholders meetings of both companies. This agreement will make GMO CLICK Holdings, Inc. the wholly-owning parent company of the Company and the Company its wholly-owned subsidiary through a stock swap on April 1, 2015. TSE has deemed that, in the case where such stock swap is conducted, the Company will not be a substantial surviving company. Therefore, the stock of such parent company will enter a grace period from the effective date of the stock swap, even if the listing of such parent company is approved. |
(Note1) If such parent company is deemed to satisfy criteria equivalent to the initial listing criteria before the effective date of such stock swap, the stock of such parent company will be listed without entering the grace period. In addition, if such parent company is deemed to satisfy criteria equivalent to the initial listing criteria during the grace period, the grace period will be removed, and the stock of such parent company will continue to be listed.
(Note2) The decision on whether a company is a "substantial surviving company" is made based on an overall consideration of matters such as (i) management performance and financial status, (ii) executive officer composition and business management organization of such company, (iii) shareholder composition, (iv) trade name or company name, and (v) other matters which are deemed to have a material impact on the listed
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