(Update on Previously Disclosed Matter) Notice Regarding the Consolidation of Amazing Drones LLC, in Which Our Consolidated Subsidiary Holds an Equity Interest, as a Sub-subsidiary, and the Transfer of That Interest to a Newly Established Subsidiary | Terra Drone Corporation (278A) timely disclosure

Worth reading

32Immaterial

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Direction

Improvement

Direction inferred from the company’s description.

Scale

Wording

Avoiding a definitive answer

How definitive the wording is.

This transaction

Making Amazing Drones LLC a consolidated sub-subsidiary and transferring its interest to an Estonian subsidiary

CounterpartyTerra Inspectioneering B.V., Terra Defense Europe OÜ

Disclosing companyTerra Drone Corporation

Amazing Drones LLCVoting rights ownership percentage

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

Execution Date / Effective DateDuring the fiscal year ending January 2027 (the appointment of a majority of the directors and commencement of accounting consolidation are planned)

Target company

Development and manufacture of interceptor drones and other products, AI-based autonomous navigation, and development of communications systems capable of electronic warfare operations

Location Ukraine

Impact on Business Performance

The impact of this transaction on consolidated results for the fiscal year ending January 2027 is expected to be immaterial.

Procedures and assumptions

Management structure after acquisitionOur group plans to appoint a majority of the directors. The Estonian subsidiary is also expected to become a subsidiary of the U.S. subsidiary Terra Defense (tentative name) in the future.

This transaction
Item	Details
Transaction name	Making Amazing Drones LLC a consolidated sub-subsidiary and transferring its interest to an Estonian subsidiary
Counterparty name	Terra Inspectioneering B.V., Terra Defense Europe OÜ
Name of the Subject Company	Amazing Drones LLC
Business Description of the Subject Company	Development and manufacture of interceptor drones and other products, AI-based autonomous navigation, and development of communications systems capable of electronic warfare operations
Location of the Subject Company	Ukraine
Voting rights ownership percentage	Before 50%（Terra Inspectioneering B.V.） → after 50%（Terra Defense Europe OÜ）
Impact on Business Performance	The impact of this transaction on consolidated results for the fiscal year ending January 2027 is expected to be immaterial.
Execution Date / Effective Date	During the fiscal year ending January 2027 (the appointment of a majority of the directors and commencement of accounting consolidation are planned)
Management structure after acquisition	Our group plans to appoint a majority of the directors. The Estonian subsidiary is also expected to become a subsidiary of the U.S. subsidiary Terra Defense (tentative name) in the future.

Items this document does not state (23)

Capital 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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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.

Optimizing the group management structure, strengthening collaboration with Amazing Drones LLC, and accelerating and increasing the flexibility of the global expansion of the defense business by leveraging the company's development capabilities and business platform relating to short-range, rapid-response interceptor drones.

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