Komori
M&A and Subsidiary Changes3070JELLY BEANS GROUP Co.,Ltd.Trading & Wholesale

(Change) Partial changes to the "(Progress on Disclosed Matter) Notice Regarding the Establishment of a Special-Purpose Company (SPC)"

The planned launch timing for the “Tatsuno Recycled Heavy Oil Refinery,” previously scheduled for July 2026, has been changed from mid-August 2026 to late August 2026. This is because additional corrective work became necessary in preparation for the final fire inspection.

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This transaction

Establishment of a special-purpose company (SPC)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Entry into the “urban oilfield business,” which converts waste oil and waste plastics into recycled heavy oil

Date of incorporation During April 2026
Impact on Business Performance

The impact of this matter on the consolidated results of the Company group for the fiscal year ending January 2027 is immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionFollowing completion of the additional work, the final fire inspection and other necessary procedures
This transaction
ItemDetails
Transaction nameEstablishment of a special-purpose company (SPC)
Business Description of the Subject CompanyEntry into the “urban oilfield business,” which converts waste oil and waste plastics into recycled heavy oil
Date of Establishment of the Subject CompanyDuring April 2026
Impact on Business PerformanceThe impact of this matter on the consolidated results of the Company group for the fiscal year ending January 2027 is immaterial.
Date of board resolution2 April 2026
Execution Date / Effective DateBusiness launch date: from mid-August to late August 2026 (planned)
Conditions Precedent to ExecutionFollowing completion of the additional work, the final fire inspection and other necessary procedures
Items this document does not state (25)
Counterparty nameName of the Subject CompanyLocation of the Subject CompanyCapital Stock 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 acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition

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The reasons the company gives

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

Minor additional corrective work became necessary during the confirmation process in preparation for the final fire inspection, and the Company is proceeding with the additional work in coordination with the relevant parties. The Company explained that the business launch date was changed accordingly.

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(Change) Partial changes to the "(Progress on Disclosed Matter) Notice Regarding the Establishment of a Special-Purpose Company (SPC)" | JELLY BEANS GROUP Co.,Ltd. (3070) timely disclosure | Komori