Business Context and Reporting Period
This Form 6-K filing by Perpetuals.com Ltd (formerly Earlyworks Co., Ltd.) covers the period ending January 16, 2026. The report details the results of an Extraordinary General Meeting of Shareholders held in Tokyo, Japan, where shareholders approved a transformative acquisition and corporate restructuring.
Key Financial Metrics
The filing text does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance actions and shareholder voting results.
Material Changes
- Corporate Name and Ticker: The company name changed from "Earlyworks Co., Ltd." to "Perpetuals.com Ltd," and the ticker symbol changed from "ELWS" to "PDC," effective January 20, 2026.
- Acquisition Approval: Shareholders approved the issuance of shares and Series P shares to acquire 100% of the outstanding shares of Perpetual Markets Ltd., making it a wholly-owned subsidiary.
- Capital Structure: The Articles of Incorporation were amended to increase authorized shares, create Series P shares, and change share certificate types.
- Board Composition: Patrick Gruhn and Matthew Nicoletti were elected as new directors.
Guidance, Outlook, and Risks
Transaction Status: The acquisition of Perpetual Markets and the associated share issuances remain subject to customary closing conditions, including the completion of due diligence.
Strategic Intent: The issuance of share options (Item No.3) is intended to secure flexible future financing for the cash consideration of the acquisition and to strengthen relationships with strategic partners.
Voting Results: Approximately 63.26% of exercisable votes were present. All six resolutions were approved with overwhelming support, with "For" votes ranging from 9,564,260 to 9,617,685.
Investor Verification Checklist
- Verify the satisfaction of closing conditions, specifically the completion of due diligence, required to finalize the Perpetual Markets acquisition.
- Confirm the effective date of the ticker symbol change to "PDC" on trading platforms (stated as January 20, 2026).
- Review the Amended and Restated Articles of Incorporation (Exhibit 3.1) for details on the new Series P share structure and authorized share limits.
- Monitor future filings for the actual issuance of shares and the finalization of the Perpetual Markets subsidiary status.