gooddays holdings, Inc.

If a large-scale natural disaster such as an earthquake or climate change event, or a serious infectious disease outbreak occurs, it may result in long-term absence of officers and employees, closure of business locations, and significant impact on the supply chain. This is classified as a "particularly important risk" for the group as a whole, and if it materializes, a loss exceeding one-third of ordinary profit is anticipated. As countermeasures, the company is promoting the use of cloud services and the development of remote work environments, but complete avoidance is considered difficult.

The strategic decisions and business operations of the Company's group depend on the decision-making of the current management team, and if members of management were to leave, it may not be possible to secure replacement personnel promptly and at a comparable cost. This is classified as a "particularly important risk" for the group as a whole, and if it materializes, a loss exceeding one-third of ordinary profit is anticipated. The company is promoting the development and securing of management talent as its most important priority.

The Lifestyle Segment is subject to numerous legal regulations, including the Building Lots and Buildings Transaction Business Act, the Construction Business Act, the Travel Agency Act, and the Private Lodging Business Act, and the real estate brokerage license (Minister of Land, Infrastructure, Transport and Tourism License (2) No. 9285) and the specific construction business license (Tokyo Governor License (Special-3) No. 154585) are essential licenses for the main business. If there is a violation of laws or a major change in regulations, it may impede business activities, and this is classified as a "particularly important risk". At present, no grounds for license revocation have arisen, but the company continues to promote employee training and organizational development.

In investments for opening new locations such as goodroomresidence, goodoffice, and work lounges in the Lifestyle Segment, and for service development such as the Redx Business in the IT Segment, if there is a significant divergence between the sales plan/profit plan and actual results, it may become impossible to recover the investment amount, potentially requiring impairment treatment. The company formulates business plans based on market needs surveys and conducts regular evaluations, but the risk of plans not being achieved remains.

If the company is unable to sufficiently secure excellent personnel necessary for business development, it may affect operating results and financial condition. Demand for specialized personnel is high in both the IT and real estate segments, and competition for hiring is intensifying. The company is promoting talent development and recruitment through enhanced personnel systems and support for diverse career development, but there is a risk that securing personnel will become difficult due to the tightening labor market.

As the threat of cyberattacks rapidly increases, if a system trouble occurs due to failure of IT infrastructure equipment, computer virus infection, or other unforeseen circumstances, it may result in the leakage of personal information, business suspension due to server downtime, and damage to brand image. The company implements virus countermeasures, system redundancy, and monitoring systems, but complete defense is difficult, and the company plans to obtain ISMS certification (ISO/IEC 27001) and ISMS Cloud Security certification (ISO/IEC 27017) going forward.

If confidential information such as personal information handled through business activities is leaked, it may affect operating results and financial condition through loss of social trust, substantial liability for damages, and legal penalties. The company has established internal regulations based on the Personal Information Protection Act, built management systems, and implemented external intrusion prevention measures, and has obtained the Privacy Mark for the entire group, but also continues to implement human-based measures such as regular training.

The number of potential shares from stock acquisition rights granted for the purpose of improving officer and employee morale and securing excellent personnel is 825,960 shares, reaching 12.1% of the total number of issued shares of 6,842,760 shares as of the end of FY2026 (ending March 2026). If these stock acquisition rights are exercised, the total number of issued shares will increase, potentially diluting the value per share.

In the IT Segment, unprofitable projects may arise due to customer-driven specification changes, increased man-hours, project period extensions, and similar factors. If deficiencies in contract terms, estimation errors, inadequate project management, or insufficient technical verification result in delivery delays, late payment penalties, or significant excess man-hours, it may affect operating results and financial condition. The company is working to control this risk by leading requirements definition and specification decisions and by devising contract structures.

In the Renovation Business (TOMOS) within the Lifestyle Segment, if outsourcing costs and raw material prices rise sharply due to price increase requests from subcontractors, increased demand for materials, foreign exchange fluctuations, or other factors, profitability may deteriorate, affecting operating results and financial condition. The supply chain, including procurement of products manufactured overseas, also carries global risks. The company strives to control prices by securing multiple subcontractors and material suppliers and diversifying procurement channels, but there are limits to responding to sudden price fluctuations.