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M&A and Subsidiary Changes1447SAAF Holdings Co.,Ltd.Construction and Materials

(Replacement) Replacement of the file for “Additional Certification of Joint Coordinated Actions Relating to the Large-Scale Purchase, etc. Response Measures (Policy for Responding to Takeovers)”

The file containing the materials on the additional recognition of joint coordinated action concerning the takeover response policy, published on 8 September 2026, has been replaced with a revised file because the attached recommendation of the Independent Committee contained an error. This disclosure does not reflect any new change to the substance of the recommendation.

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This transaction

Additional recognition of joint coordinated action
Counterparty鈴木産業有限会社, Shinohara Hiroshi (篠原洋)
Disclosing companySAAF Holdings Co.,Ltd.
SAAFホールディングス株式会社Voting rights ownership percentageNumber of shares acquired 鈴木産業有限会社: 1,202,900 shares (4.96% of voting rights); Shinohara Hiroshi (篠原洋): 28,500 shares (0.12% of voting rights)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Special CommitteeAn Independent Committee was established. The number and attributes of its members are Not disclosed in this document
Conditions Precedent to ExecutionThe proposal concerning the implementation of this defensive measure must have been approved and passed at the extraordinary general meeting of shareholders held on 25 August 2026. If the Independent Committee issues a new recommendation, such as when the purchaser or other party withdraws its purchase or other proposal, the gratis allotment will be withheld or discontinued.
This transaction
ItemDetails
Transaction nameAdditional recognition of joint coordinated action
Counterparty name鈴木産業有限会社, Shinohara Hiroshi (篠原洋)
Name of the Subject CompanySAAFホールディングス株式会社
Number of shares acquired鈴木産業有限会社: 1,202,900 shares (4.96% of voting rights); Shinohara Hiroshi (篠原洋): 28,500 shares (0.12% of voting rights)
Voting rights ownership percentageBefore 鈴木産業有限会社: 0%; Shinohara Hiroshi (篠原洋): 0% → after 鈴木産業有限会社: 4.96%; Shinohara Hiroshi (篠原洋): 0.12%
Date of board resolution9 September 2026
Execution Date / Effective Date14 September 2026 (the gratis allotment of these stock acquisition rights is scheduled to be carried out)
Special CommitteeAn Independent Committee was established. The number and attributes of its members are Not disclosed in this document
Conditions Precedent to ExecutionThe proposal concerning the implementation of this defensive measure must have been approved and passed at the extraordinary general meeting of shareholders held on 25 August 2026. If the Independent Committee issues a new recommendation, such as when the purchaser or other party withdraws its purchase or other proposal, the gratis allotment will be withheld or discontinued.
Items this document does not state (23)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionManagement structure after acquisition

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The attached recommendation document file contained deficiencies.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
(Replacement) Replacement of the file for “Additional Certification of Joint Coordinated Actions Relating to the Large-Scale Purchase, etc. Response Measures (Policy for Responding to Takeovers)” | SAAF Holdings Co.,Ltd. (1447) timely disclosure | Komori