SHIFT delays Infratop spin-off acquisition due to permit delays

SHIFT Inc. announced a delay in the acquisition of shares of Roppongi Management No. 10 Inc., which is set to succeed Infratop Inc.'s education and human resources businesses. The share acquisition, originally scheduled for September 1, 2025, has been postponed to October 1, 2025. This postponement stems from delays in obtaining necessary licenses and permits, which were conditions precedent to the acquisition.

The acquisition plan, initially disclosed on December 24, 2024, and amended on July 11, 2025, involves an absorption-type company split. The Board of Directors of SHIFT Inc. approved the prerequisites for the share acquisition on July 9, 2025. The absorption-type split execution date remains August 1, 2025.

Despite the delay, SHIFT Inc. anticipates that the impact of this alliance on its consolidated financial results will be immaterial. The company has committed to promptly disclose any material impact that may arise from significant changes in business conditions.