tripla Co., Ltd.

The company has rapidly expanded its overseas business by establishing or acquiring subsidiaries in Singapore, Indonesia, Taiwan, Hong Kong, the United States, the Philippines, and other locations between 2023 and 2025. Progress in PMI has required significant time for replacing and integrating existing products and rebuilding sales structures, and in the current consolidated fiscal year, the company has already recognized a full impairment loss on goodwill and intangible fixed assets related to tripla Singapore. Combined with delays in localization and foreign exchange fluctuations, there remains a considerable risk that profitability may not improve as planned in the following and subsequent fiscal years.

In December 2025, an actual personal information leak occurred at the Indonesian subsidiary (PT. tripla BookandLink Indonesia) due to unauthorized access to a server, meaning the risk has already materialized. With the increasing sophistication and diversification of cyberattacks and the expansion of cloud usage, a considerable risk remains for the following and subsequent fiscal years, and there is a possibility that reputational damage, compensation for damages, and additional response costs could affect business performance. The company is pursuing recurrence-prevention measures, including expanding the application of multi-factor authentication, strengthening monitoring systems, and unifying security standards across the group.

If domestic and international travel demand sharply declines due to natural disasters, infectious diseases, international conflicts, geopolitical risks, exchange rate fluctuations, or price increases, accommodation facilities' appetite for DX investment may decline, creating a risk that the group's operating revenue growth will fall short of plan. Short-term demand fluctuations caused by rumors or misinformation on social media are also explicitly identified as a new risk factor. This risk is difficult to eliminate entirely and is recognized as capable of materializing in the event of a sudden change in market conditions.

A portion of operating revenue is linked to transaction volume/GMV-based fees at the time of accommodation check-out, and revenue tends to be concentrated in the fourth quarter (August to October), which includes the summer peak season (the fourth quarter accounted for 29.1% of the total in the 11th fiscal period). If revenue during the travel season falls short of plan due to typhoons, earthquakes, infectious diseases, flight restrictions, or other factors, the impact on annual business performance is significant. There is also a risk that quarterly GMV may shift due to variations in the timing of major holidays such as Lunar New Year.

Key services such as tripla Book, tripla Bot, and tripla Connect depend on external cloud infrastructure such as AWS, and if a service outage or functional restriction occurs due to a cloud failure, cyberattack (including DDoS), natural disaster, or human error, this would simultaneously cause a decline in operating revenue and an increase in recovery costs. Failures or specification changes at external payment, authentication, and system integration providers also pose a risk of disrupting service provision. Although monitoring systems, firewalls, and other countermeasures have been implemented, it is recognized that eliminating all risk is difficult.

If the introduction and monetization of new services do not proceed as planned, this may lead to an increase in upfront investment burden and a decline in the operating revenue margin. Services premised on system integration with external partners also carry the risk that changes to the partner's specifications, system failures, or changes to contractual terms could affect service quality and continuity. A considerable risk is recognized as existing in the following fiscal year as well, and the company's policy is to implement business restructuring and structural reforms in a timely manner while closely monitoring progress and market trends.

The markets in which tripla Book and tripla Bot operate lack core patent-based or other entry barriers, and multiple competitors exist. If competitors significantly improve their service levels or if a powerful new entrant emerges, the group's competitive advantage could be undermined, potentially leading to a decline in operating revenue. While the company is working to maintain competitiveness by strengthening each service and product, launching new services, and promoting cross-selling, it is recognized that this risk could materialize over the medium to long term.

Deferred tax assets have been recognized in relation to temporary tax differences, including tax loss carryforwards, and if the assessment of recoverability changes due to fluctuations in projected future taxable income or tax reform, this could cause net income to fluctuate through the recognition or reversal of valuation allowances. This risk is recognized as having a moderate likelihood of occurrence in the following and subsequent fiscal years.

The two co-founders, Representative Director and CEO Kazuhisa Takahashi (overall corporate management strategy) and Representative Director and CPO Itaru Torio (management strategy and product strategy), play a central role in business operations, and there is a risk of an impact on operating results and financial condition should either become unable to continue their duties. While the company is working to reduce this dependence by sharing information with and delegating authority to executive staff, complete distribution of responsibilities remains difficult given the current small organizational scale.

As of the end of the current consolidated fiscal year, 182,760 shares' worth of stock acquisition rights have been granted, with potential shares representing 3.09% of the total number of issued shares. If these are exercised, the share value and voting ratio of existing shareholders will be diluted. Additional stock acquisition rights have also been issued after the end of the current consolidated fiscal year, and further dilution may occur.