Notice of Conclusion of Capital and Business Alliance Agreement with Dentsu Group Inc., Secondary Offering of Shares, and Changes in Largest and Principal Shareholder and Other Affiliated Company

Dream Incubator Inc. (“the Company”) hereby announces that it resolved at its Board of Directors’ meeting on May 14, 2021 to enter into a capital and business alliance agreement with Dentsu Group Inc. (the agreement shall hereinafter be referred to as “the Agreement” and the capital and business alliance based on the Agreement as “the Capital and Business Alliance”), and sell shares in connection with the Agreement through a secondary offering (the “Secondary Offering”), as outlined below.

Furthermore, the Company has received notice that in addition to the Secondary Offering, Dentsu Group will acquire a portion of the common shares of the Company (“Shares of the Company”) currently held by institutional investors through an off-market transaction (“the Share Transfer”). Combined with the shares acquired through the Secondary Offering, this is expected to bring Dentsu Group’s share of voting rights in the Company to over 20%. As a result of the Secondary Offering and Share Transfer, the Company expects changes to occur in its largest and principal shareholder and in an “other affiliated company,” as outlined below.

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