SUNNY SIDE UP GROUP Inc. (Headquarters: Shibuya-ku, Tokyo; President and Representative Director: Etsuko Tsugihara; hereinafter “SUNNY SIDE UP GROUP”) and Akatsuki Inc. (Headquarters: Shinagawa-ku, Tokyo; Representative Director and CEO: Tetsuro Koda; hereinafter “Akatsuki”) have agreed to integrate their businesses with the aim of further growing and accelerating both companies. As part of this integration, we are pleased to announce the implementation of a tender offer (TOB) for SUNNY SIDE UP GROUP by Akatsuki, a change to a new company name contingent on the success of the TOB, and the future management structure.

For 41 years, SUNNY SIDE UP GROUP has been a frontrunner in the PR and communications industry, involved in numerous projects that have made a significant impact on the world. We also possess a wide-reaching network, operating diverse businesses including top athlete management and casting, food and beverage, and IP (Intellectual Property) businesses.

If this tender offer is successful, we expect to combine Akatsuki’s digital technology, extensive expertise in the IP business, and high capacity for business investment with our group’s value-enhancement know-how and influence on social capital. We are confident in our further growth as an “integrated IP trading company” capable of comprehensively driving everything from the development, discovery, and cultivation of high-potential IP to global expansion across digital, analog, real-world, and AI domains.

■Regarding the Tender Offer for SUNNY SIDE UP GROUP by Akatsuki

In preparation for the business integration of the two companies, Akatsuki will conduct a tender offer for the share certificates and other securities of SUNNY SIDE UP GROUP. SUNNY SIDE UP GROUP, by resolution of its Board of Directors held today, has expressed its support for the tender offer and recommends that its shareholders participate in the offer.

For details regarding the tender offer, please refer to the following timely disclosure documents:
・Notice Regarding Expression of Opinion in Support of and Recommendation to Tender in the Tender Offer for the Company’s Share Certificates, etc. by Akatsuki Inc. for the Purpose of Business Integration
・Notice Regarding the Commencement of a Tender Offer for the Share Certificates, etc. of SUNNY SIDE UP GROUP Inc. (Securities Code: 2180) for the Purpose of Business Integration and [the Execution of a Basic Agreement for a Share Exchange]

■Regarding the New Company Name: Sunnys Holdings Inc.

Following the successful completion of the tender offer, Akatsuki, which will serve as the parent entity for the business integration, plans to change its name to “Sunnys Holdings Inc. (tentative name).” The new name, Sunnys Holdings, merges the positive worldview of SUNNY SIDE UP GROUP’s “sunny side” with the meaning behind Akatsuki’s name—to be an entity that illuminates society with the light of dawn. It reflects a forward-looking commitment to solidarity after the integration and a desire to exert an even greater influence on society.

■Regarding the Management Structure

Sunnys Holdings Inc. (tentative name) will establish a management structure aimed at maximizing group-wide synergies and enhancing strategic execution. Etsuko Tsugihara (current President and Representative Director of SUNNY SIDE UP GROUP) and Tetsuro Koda (current Representative Director and CEO of Akatsuki) are scheduled to serve as Co-Representative Directors. Regarding other details of the management structure, the current management teams are expected to continue playing leading roles in business operations, respecting the independence and culture of each group company in principle.

■Regarding the Vision and Growth Strategy After Business Integration

Moving forward, we aim to maximize corporate value by mutually leveraging the extensive networks and expertise of both companies to continuously create unprecedented new businesses and value. Specific business plans and details of synergies following the integration are scheduled to be announced promptly as the business integration progresses after the successful completion of the tender offer.

■Akatsuki Inc. Overview

Founded in 2010, Akatsuki is a company that operates with the mission of “Entertaining the world. Resonating with creators.” with three core business pillars: entertainment, lifestyle, and solutions.

The company was listed on the TSE Mothers market in 2016 and moved to the First Section of the Tokyo Stock Exchange (currently the TSE Prime Market) in 2017. In 2024, it concluded a basic agreement for business integration with SUNNY SIDE UP GROUP, aiming to become a unique entertainment corporate group that fuses the power of technology and communication.

Company Name: Akatsuki Inc.
Representative: Tetsuro Koda, Representative Director and CEO
Established: June 14, 2010
Location: 8F oak meguro, 2-13-30 Kamiosaki, Shinagawa-ku, Tokyo
Official Website: https://aktsk.jp