Execution of a capital and business alliance agreement with Onto Innovation Inc., and changes in the largest shareholder, which is also a major shareholder, and other affiliated company
Rigaku Holdings Corporation (the filing company). The parties to the share transfer are Atom Investment, L.P. and Onto Innovation Inc.
Semiconductor process control business, CD-SAXS, hybrid metrology solutions, and the advanced logic, memory and packaging fields
To strengthen the companies' collaborative relationship and the complementarity of their technologies and products, and to enhance their competitiveness through the joint development of hybrid metrology solutions for next-generation semiconductors
No amount has been disclosed. The impact on results for the fiscal year ending December 2026 is expected to be immaterial.
Fiscal year ending December 2026 (the period for which the impact on results is described)
The impact of this capital and business alliance and the share transfer on the Company's results for the fiscal year ending December 2026 is expected to be immaterial.
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
Onto Innovation: None. Atom Investment, L.P.: 951,408 voting rights (42.03%), ranked 1st (as of 31 March 2026)
Onto Innovation: 611,234 voting rights (27.00%), ranked 1st. Atom Investment, L.P.: 340,173 voting rights (15.03%), ranked 2nd
Related procedures
Procedures including obtaining approvals and permits from the relevant authorities (condition of the share transfer)
Relevant authorities (specific name: Not disclosed)
The share transfer is scheduled to be completed in the second half of 2026, following completion of procedures including obtaining approvals and permits from the relevant authorities. The details of the business alliance will be discussed going forward, with the companies aiming to create business synergies and maximize corporate value.
The Company will promptly disclose any information if the need for timely disclosure arises.
| Item | Details |
|---|---|
| Event name | Execution of a capital and business alliance agreement with Onto Innovation Inc., and changes in the largest shareholder, which is also a major shareholder, and other affiliated company |
| Date of occurrence | 21 April 2026 (the date the capital and business alliance agreement was executed; the decision to execute it was made on 20 April 2026) |
| Subject Entity | Rigaku Holdings Corporation (the filing company). The parties to the share transfer are Atom Investment, L.P. and Onto Innovation Inc. |
| Target Locations / Products | Semiconductor process control business, CD-SAXS, hybrid metrology solutions, and the advanced logic, memory and packaging fields |
| Cause | To strengthen the companies' collaborative relationship and the complementarity of their technologies and products, and to enhance their competitiveness through the joint development of hybrid metrology solutions for next-generation semiconductors |
| Amount of Impact on Business Performance | No amount has been disclosed. The impact on results for the fiscal year ending December 2026 is expected to be immaterial. |
| Accounting period in which recognized | Fiscal year ending December 2026 (the period for which the impact on results is described) |
| Impact on Earnings Forecast | The impact of this capital and business alliance and the share transfer on the Company's results for the fiscal year ending December 2026 is expected to be immaterial. |
| Type of litigation or proceeding | Procedures including obtaining approvals and permits from the relevant authorities (condition of the share transfer) |
| Court or authority | Relevant authorities (specific name: Not disclosed) |
| Voting rights ownership percentage before the change | Onto Innovation: None. Atom Investment, L.P.: 951,408 voting rights (42.03%), ranked 1st (as of 31 March 2026) |
| Voting rights ownership percentage after the change | Onto Innovation: 611,234 voting rights (27.00%), ranked 1st. Atom Investment, L.P.: 340,173 voting rights (15.03%), ranked 2nd |
| Outlook | The share transfer is scheduled to be completed in the second half of 2026, following completion of procedures including obtaining approvals and permits from the relevant authorities. The details of the business alliance will be discussed going forward, with the companies aiming to create business synergies and maximize corporate value. |
| Planned follow-up disclosure | The Company will promptly disclose any information if the need for timely disclosure arises. |
Items this document does not state (11)
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 companies aim to combine their technologies, products and customer bases to jointly develop hybrid metrology solutions for the semiconductor industry, expand their businesses in the advanced packaging field, strengthen their customer support capabilities and achieve business synergies and enhance corporate value through their collaboration.