FreeBit's restated accounts cut shareholder profit in both periods it reopened, even though operating profit rose. For the six months to October 2025, net profit attributable to owners fell to ¥2.18bn from ¥2.27bn, down 3.8%, while operating profit rose to ¥3.48bn from ¥3.46bn. For the nine months to January 2026, net profit fell 2.4% to ¥3.22bn and operating profit rose to ¥5.16bn from ¥5.11bn. The corrected nine-month summary leaves the full-year forecast unchanged.
What changed in the books
The amended half-year report explains the trigger. FreeBit bought CountUp from its former president on 30 September 2025 for a fixed ¥493mn plus an earn-out, on a valuation that assumed CountUp had developed its two patents itself. The investigation found FreeBit held at least a statutory non-exclusive licence over them, and that they might not belong to CountUp. The price was reset to ¥1, the former president agreed to return the ¥493mn difference, and an earn-out of up to ¥430mn is waived. Of ¥373.7mn in related costs at the end of September, he agreed to pay ¥117.6mn. FreeBit says settlement of the agreed payments was completed on 27 October. It booked the amount owed as a receivable and recalculated goodwill. Earlier-year CountUp transactions were not restated; their cumulative effect sits in the half-year profit and loss. Earlier Tokyo Brief coverage
The governance finding
In its internal control report as of 30 April 2026, FreeBit concluded its financial reporting controls were not effective. The investigation found the founder, while president, worked with employees on company equipment on inventions whose patents went to CountUp, of which he was sole shareholder and sole director. For work treated as outsourced to CountUp, the investigation could not confirm reports or delivery notes backing the work. Directors and the management department did not adequately convey the accurate information the board and the board of statutory auditors needed for their judgment. Those boards did not adequately examine the deal's necessity and rationality or pursue questions about it. The company says the facts surfaced after year-end, so the weakness could not be fixed in time.
Remediation
On 28 October FreeBit resolved to set up a recurrence-prevention committee chaired by an outside director, with members not involved in the matter. Most measures are still under review or at the training-planning stage: invention rules, approval of conflict-of-interest transactions, and the board secretariat's role. The notice gives no completion dates.