2009/09/01
Fusion Communications Corporation
Fusion Communications Corporation announces that it has conducted an absorption-type merger of its wholly owned subsidiaries Fusion Network Services Corporation and TT Net Service Company, Incorporated, effective as of September 1, 2009.
1. Purpose of Merger
The merger will allow Fusion Communications Corporation to improve the efficiency of management resources. Taking advantage of this opportunity, we plan to position internet connection services as one of our core businesses. We also intend to further develop and expand our business as a communications provider under the Rakuten Group to create new possibilities for voice, data, contents and applications on the IP platform through the synergistic effect with our existing fixed carrier (My Line), IP Telephone and mobile operator (Rakuten Mobile) businesses.
2. Details of Merger
（1） Schedule of Merger
Board meetings to approve merger agreement |
June 18, 2009 |
Shareholders’ meeting to approve merger |
July 16, 2009 |
Effective Date of Merger | September 1, 2009 |
As this merger is a short-form merger provided for in Section 784.1 of the Companies Act, no shareholders’ meeting to approve the merger was held by either of the two subsidiary companies (absorbed companies).
(2)Type of Merger
This merger takes the form of an absorption-type merger following which Fusion Communications Corporation will be the surviving company, and Fusion Network Services Corporation and TT Net Service Company, Incorporated will be dissolved.
3. Overview of Companies at Time of Merger (August 31, 2009)
Surviving Company |
Absorbed Company |
Absorbed Company |
|
(1)Corporate name |
Fusion Communications Corporation |
Fusion Network Services Corporation |
TT Net Service Company, Incorporated |
(2)Capital |
10,955 million yen |
40 million yen |
10 million yen |
(3)Date of Establishment |
March 13, 2000 |
June 7, 2001 |
September 16, 1999 |
(4)Representatives |
Chairman Hiroshi Mikitani, |
President Toru Shimada |
President Yoshinaga Inoue |
(5)Business in brief |
Telecommunications carrier (intermediary telephone/IP telephone business, etc.) |
Telecommunications carrier （internet connection services, etc.） |
Telecommunications carrier (intermediary telephone business, etc.) |
(6)Major shareholders and their controlling share |
Rakuten, Inc. 73.67％ |
Fusion Communications Corporation 100％ |
Fusion Communications Corporation 100％ |
4. Overview of Company Following Merger
(1) Corporate name |
Fusion Communications Corporation |
(2) Field of Business |
Telecommunications carrier |
(3) Head Office |
Aoba Daiichi Building, 2-3-1 Kudan minami, Chiyoda-ku, Tokyo, Japan |
(4) Representatives |
Chairman Hiroshi Mikitani |
(5) Capital |
10,955 million yen |
5. Operations after merger
Various services currently offered by Fusion Communications and Fusion Network Services will continue to be provided by Fusion Communications, as the surviving company, on and after September 1, 2009 when the merger takes effect. We are determined to improve and enhance our services and expand our business to ensure that we will continue to be supported in the future by more customers than before.
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