Digital Adventure, Inc. (JASDAQ:4772) signed a basic agreement to acquire the remaining 90.1% stake in KNTV Co.,Ltd from Keyeast Co.,Ltd. (KOSDAQ:A054780), Samhwa Networks Co. Ltd. (KOSDAQ:A046390), Kent Media Inc. and others for ¥2.9 billion on September 18, 2015. After the transaction, KNTV Co.,Ltd will be dissolved.

Digital Adventure will pay 1,375 shares of its common stock per KNTV share. KNTV Co.,Ltd. reported net assets of ¥1.27 billion, total assets of ¥1.93 billion, sales of ¥2.7 billion, operating profit of ¥87 million and net income of ¥36 million as of December 31, 2014. A merger contract will be concluded in the middle of February, 2016.

A shareholders meeting on the approval of the merger will be held at the end of March, 2016. As of March 23, 2016, the conditions for the approval of the merger contract with KNTV has been approved, as resolved in the 45th shareholders' meeting. The deal is expected to close on July 1, 2016.

A merger contract was signed on February 12, 2016. The shareholding commissions of Digital Adventure and KNTV are expected to decide the merger approval on March 23, 2016. As of February 19, 2016, the merger is expected to close by May 1, 2016.

Aoyama Trust Accounting Firm Co., Ltd. acted as independent third party appraiser for KNTV Co., Ltd. SMBC Nikko Securities Inc. acted as fairness opinion provider for Digital Adventure, Inc. Mori Hamada & Matsumoto LPC acted as legal advisor for Digital Adventure, Inc.