M&A - AIS Holdings Group, Inc.

Form Type: SCHEDULE 13D

Filing Date: 2025-05-21

Corporate Action: Acquisition

Type: New

Accession Number: 000159991625000068

Filing Summary: Takehiro Abe engaged in a significant Share Purchase Agreement on April 1, 2025, selling 18,200,000 shares of his restricted common stock in AIS Holdings Group, Inc. to SKYPR LLC for $80,000. This transaction, which represents approximately 91% of the Company’s outstanding stock, resulted in a change in control, with SKYPR LLC becoming the largest controlling shareholder. Prior to this, on June 18, 2017, Mr. Abe acquired 20,000,000 shares from the previous controller for $34,900, consolidating his stock holdings. Details indicate that Mr. Abe currently holds 80,000 shares indirectly through four entities, each controlled by him, emphasizing his significant influence over the Company. This filing includes information about the control structure, share ownership, and correlating entities involved in the transaction. The other Reporting Persons include LD Square Co., Ltd., LD Square LLC, Tomokotakehiro Ltd., and TOMOKOTA Ltd., all controlled by Mr. Abe, further solidifying his position as a key stakeholder.

Form Type: SC 14F1

Filing Date: 2025-04-14

Corporate Action: Acquisition

Type: New

Accession Number: 000159991625000048

Filing Summary: On April 1, 2025, Takehiro Abe executed a Share Purchase Agreement with SKYPR LLC, resulting in a significant change of control for AIS Holdings Group, Inc. Abe sold 18,200,000 shares, which constitutes approximately 91% of the company's outstanding stock, for a total price of $80,000. Following this transaction, Abe resigned from all his positions within the company including CEO, CFO, and Director, effective within 10 days after the information statement mailing to stockholders. Ryohei Uetaki was then appointed to assume all roles including CEO and Director, with his directorship becoming effective after the same 10-day period. There was no stockholder vote required for these actions, and the appointment processes adhered to regulatory protocols without conflicts or disagreements cited regarding Abe’s departure.

Form Type: SCHEDULE 13D

Filing Date: 2025-04-10

Corporate Action: Acquisition

Type: New

Accession Number: 000159991625000046

Filing Summary: On April 10, 2025, AIS Holdings Group, Inc. filed a Schedule 13D indicating an acquisition by SKYPR LLC, owned and controlled by Ryohei Uetaki. SKYPR LLC acquired 18,200,000 shares of common stock from Takehiro Abe for the purpose of obtaining ownership and control of AIS Holdings Group. This represents a 91% ownership stake. Both SKYPR LLC and Ryohei Uetaki have not engaged in any other transactions involving the company’s common stock in the past 60 days. The filing also reports that there are no criminal proceedings or civil actions against the reporting persons concerning securities laws. It confirms the entities involved as Reporting Persons and provides details about their shareholding and voting rights. The document emphasizes that the Reporting Persons may reconsider or change their plans concerning their acquired position.