Notice Regarding the Acquisition of Full Ownership of Programming Soken Co., Ltd. and Qureo Co., Ltd.

Sprix Co., Ltd. (Headquarters: Shibuya-ku, Tokyo; President and CEO: Hiroyuki Tsuneishi; TSE Standard Market: Securities Code 7030; hereinafter "Sprix") announces that it has entered into a stock transfer agreement with CyberAgent, Inc. (Headquarters: Shibuya-ku, Tokyo; President and CEO: Takayuki Yamauchi; TSE Prime Market: Securities Code 4751; hereinafter "CyberAgent") and its consolidated subsidiary CA Tech Kids Co., Ltd. (hereinafter "CA Tech Kids") to acquire full ownership of two affiliated companies engaged in the programming education-related business. We have reached an agreement to make them wholly owned subsidiaries, and hereby announce the details as follows.

The two companies that Sprix will wholly own are Programming Soken Co., Ltd. (hereinafter "Programming Soken"), which operates a programming certification business, and Qureo Co., Ltd. (hereinafter "Qureo"), which develops and sells programming educational materials. Furthermore, in conjunction with this acquisition, Sprix will acquire certain business operations related to Qureo's business (agency sales business, and development, maintenance, and operation of educational materials) from CA Tech Kids Co., Ltd.

Upon completion of this transaction, the programming education business, which has been jointly developed by both groups, will be fully integrated and consolidated under Sprix.

1. Background and Purpose of the Transaction

Since the establishment of Qureo in 2019, Sprix has built a strong partnership with the CyberAgent group through joint investment and robust business collaboration, promoting the nationwide adoption of the elementary school programming educational material "QUREO" and growing it into Japan's largest programming education platform.

In recent years, with the full introduction of programming (information) into the Common Test for University Admissions starting in 2025, the rapid increase in demand in the public education sector, and the dramatic evolution of technology including generative AI, educational settings are facing an unprecedented speed of transformation. To respond swiftly to these changes in the market environment and to vigorously promote further global expansion, we have reached a common understanding that consolidating the business under Sprix, the main entity of our education business, is the optimal approach.

The main synergies from this integration are as follows:

1 Swift Decision-Making in AI Educational Material Development and Overseas Expansion

The decision-making processes for educational material development, marketing, and franchisee acquisition, which were previously divided between the two companies, will be centralized within Sprix. This will enable "swift, independent decision-making" and practical implementation in areas requiring speed, such as the fastest possible development of new courses that accommodate the evolution of generative AI, and agile overseas expansion.

2 Centralization and Strengthening of Support Systems for Partner Cram Schools

By fully leveraging Sprix's extensive network of cram schools (including Mori Juku and Shonan Seminar) and its deployment capabilities to school channels, we will centralize educational and marketing support for both existing "Qureo partner classrooms" and "Sprix partner classrooms," providing more thorough and prompt operational support than ever before.

2. Comments from Representatives of Both Companies

Comment from Hiroyuki Tsuneishi, President and CEO of Sprix Co., Ltd.

We are extremely pleased and feel a profound sense of responsibility to welcome "QUREO" and "Programming Aptitude Test," which we have nurtured with the CyberAgent group, our excellent partner, into our group 100%. Going forward, we will fully utilize Sprix's strengths in its robust educational site network and business development capabilities to drive the rapid development of educational materials suited for the AI era and to pursue challenges in overseas markets with overwhelming speed. We promise to deliver even greater inspiration and high-quality educational value to our partner classrooms and to many children.

Comment from Tomohiro Ueno, President and CEO of Qureo Co., Ltd. / CA Tech Kids Co., Ltd.

Since our joint investment and establishment in 2019, it has been our greatest pride to have nurtured "QUREO" with Sprix, our unique partner, and to have provided the joy and learning of programming to children across the country. As we now enter the next phase of technological evolution and rapid changes in the educational environment, we are convinced that entrusting all business operations to Sprix, which possesses the deepest understanding of educational sites and overwhelming deployment capabilities, and consolidating them, is the best choice for the further advancement of QUREO and the future of children. We express our deep gratitude to all partner classrooms nationwide and to everyone at Sprix who has walked with us, and we wholeheartedly support the new QUREO, now 100% a Sprix group company, as it takes flight to the world as an education platform originating from Japan.

3. Overview of Target Companies and Acquired Business Operations

(1) Programming Soken Co., Ltd.

Business Description: Development and operation of programming certifications (e.g., "Programming Aptitude Test")

(2) Qureo Co., Ltd.

Business Description: Development, operation, and sales of the elementary school programming educational material "QUREO," and deployment of "QUREO Programming Classrooms."

(3) CA Tech Kids Co., Ltd. (Acquisition of part of target business operations)

Acquired Operations: Agency sales business for "QUREO Programming Classrooms," and development, maintenance, and operation of educational materials business.

4. Future Outlook

The impact of this transaction on Sprix's consolidated financial results is expected to be minor. We will promptly announce any significant matters that require disclosure in the future.

Overview of Sprix Co., Ltd.

Sprix is a comprehensive education company engaged in educational services and content. In Japan, it operates Mori Juku, an individual tutoring school that is the largest in Japan in terms of average number of students per school, and has developed and published multiple learning content materials with top market share. Sprix is also focusing on overseas expansion, with its international basic academic skills test "TOFAS" currently implemented in over 50 countries and taken by over 15 million people.

Sprix HP: https://sprix.inc/