Makuake, Inc.

The advance sales domain for new products and new services, which is the Company's primary business target, is a relatively new market, and its market definition has not yet been established. If market growth stagnates due to the introduction or strengthening of regulations, loss of trust from industry troubles, economic downturn, or a decline in personal consumption, this would directly affect gross merchandise value (GMV) and business performance. The Company has a policy of promoting business development in response to market changes, but there remains a risk that its response to changes in the external environment could be delayed.

Although no competitor currently exists with an identical business model, the Company's market partially overlaps with operators that offer new products through their own e-commerce sites and existing e-commerce operators. If new domestic and overseas entrants enter the market in the future and competition intensifies, the Company's ability to acquire projects and attract supporters could decline, potentially affecting business performance and financial condition. The Company has adopted a policy of accumulating know-how, raising brand awareness, and strengthening barriers to entry, but maintaining a competitive advantage remains an ongoing challenge.

The Company's business is subject to multiple laws and regulations, including the Act on Protection of Consumer Interests in Use of Digital Platforms for Transactions, the Act on Specified Commercial Transactions, and the Act on the Protection of Personal Information, and there are currently no explicit regulations governing support purchase services. However, if new regulations are introduced in the future, or existing laws are amended or their legal interpretation changes, this could disrupt business operations and affect business performance and financial condition. The Company is working to strengthen its compliance and management systems, but the risk of responding to changes in the regulatory environment cannot be eliminated.

Since projects listed on Makuake center on new products and new services, there is an inherent risk of troubles such as failure to fulfill return obligations. The Company has established a program to refund supporters an amount equivalent to their support purchase amount when a project operator is unable to fulfill its obligations, and an increase in refund costs would directly become a financial burden. An increase in troubles could also undermine trust in the platform, potentially adversely affecting the ability to attract both project operators and supporters.

The continuous acquisition of attractive projects is a key element of the Company's business growth, and the Company is working to strengthen acquisition through partnerships with financial institutions and the expansion of regional offices. However, if the entry of competing operators makes it difficult to acquire high-quality projects, this could affect the ability to attract supporters and gross merchandise value (GMV), potentially impacting business performance and financial condition. Maintaining the quality and quantity of project supply is a fundamental challenge underpinning the value of the platform.

The Company obtains and manages personal information of project operators and project supporters, and positions information management as a top priority in business operations, working to strengthen system security among other measures. However, if an unforeseen incident such as an information leak occurs, this could result in loss of social trust, administrative sanctions, or claims for damages, potentially having a material impact on the Company's business and performance. Strengthened regulations such as the Act on the Protection of Personal Information could also be a factor increasing ongoing compliance costs.

The Company's business is centered on providing services via the internet, and if unexpected system trouble occurs due to communication line malfunctions, unauthorized access, natural disasters, or other causes, this could result in service interruptions, loss of trust, or claims for damages. If rapid growth in access volume or urgent security enhancements become necessary, additional investment would be required, potentially affecting business performance and financial condition. The Company continuously works to strengthen server infrastructure and enhance security, but it is difficult to completely eliminate this risk.

The Company plans to make ongoing development investments in new web and app features and operational systems, and intends to respond to this including through the use of outsourcing providers. However, if there are difficulties securing development personnel, a significant increase in development costs, interruption or failure of development projects, or a failure to achieve expected effects, this could lead to increased amortization expenses or impairment losses, potentially affecting business performance and financial condition. Ensuring the effectiveness of growth investments is key to maintaining business competitiveness.

As of the end of September 2025, the Company is a small organization with 152 employees, and securing and developing excellent human resources is a key challenge for business growth. If intensifying competition for talent or changes in the market environment prevent the Company from securing and developing human resources as planned, or if employees leave the Company, this could disrupt business growth and affect business performance and financial condition. The Company continuously engages in recruitment and talent development activities, but vulnerabilities inherent to being a small organization remain.

As of the end of September 2025, the parent company, CyberAgent, Inc., holds 50.87% (6,485,000 shares) of the Company's total issued shares, placing it in a position where it can influence the Company's management decisions through means such as the appointment of directors at general shareholders' meetings. In transactions with the parent company group (including advertising and promotion services amounting to ¥878,576 thousand), depending on how transaction terms are set, the interests of the parent company may not align with those of other shareholders. In addition, if there is a significant change in the future to the parent company group's business strategy or the Company's positioning within it, this could affect the Company's business and performance.