SBI Holdings, Inc.
Notice of Signing of Basic Agreement on Business Integration by Absorption-Type Merger between SB I Global Asset Management Co., Ltd. and SB I Insurance Group Co., Ltd.
Today, a basic agreement was signed to integrate SB I Global Asset Management and SB I Insurance Group through an absorption-type merger. The effective date is scheduled for April 1, 2027. Post-merger, asset management and insurance will be managed as an integrated business to promote asset-driven insurance product development, cost reduction, and improved transparency. The allocation ratio will be determined based on the results of an independent valuation. To ensure fairness, opinions from independent directors and independent bodies will be obtained, and legal counsel will be engaged.
Key Figures
- Allocation details: SBIGAM as the surviving company, SBIG as the dissolving company (merger method)
- Share value range by market share price method: SBIGAM 599 yen–629 yen, SBIG 2,138 yen–2,399 yen
- Share value range by DCFF method: SBIGAM 559 yen–689 yen, SBIG 1,731 yen–2,449 yen
AI要約
Overview
A basic agreement has been signed for business integration through an absorption-type merger between SB I Global Asset Management Co., Ltd. and SB I Insurance Group Co., Ltd. The effective date is scheduled for April 1, 2027, and the merger will establish a new management structure that integrates asset management and insurance. The merger ratio will be carefully determined based on evaluations by an independent valuation firm and due diligence results. To ensure fairness, the process will include obtaining opinions from independent directors and advice from independent valuation institutions and law firms. SBIGAM intends to remain listed on the Prime Market after the integration.
Purpose of the integration and future impact
By integrating asset management and insurance, the company will promote asset-driven insurance product design, enhance asset management capabilities, and deliver benefits to policyholders and beneficiaries through reductions in insurance premiums and trust fees. Integration and reconstruction of AI and system infrastructure will improve operational efficiency, cost competitiveness, and transparency. The company will implement equitable procedures that do not harm minority shareholders' interests while responding to changes in the market environment.
SBI Holdings, Inc.
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