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M&A and Subsidiary Changes3103UNITIKA LTD.Materials and Chemicals

Notice Concerning the Dissolution of a Subsidiary

We have decided to dissolve ユニチカメイト株式会社, which is wholly owned by UTC, our consolidated subsidiary. The dissolution is scheduled for 31 July 2026, and completion of the liquidation is scheduled for 30 November 2026.

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This transaction

Dissolution of a subsidiary
Disclosing companyUNITIKA LTD.
ユニチカメイト株式会社Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Manufacture and sale of school sportswear

Location 3-1-4 Motomachi, Naniwa-ku, OsakaShare capital ¥100 millionDate of incorporation 15 November 1973
Net Sales¥1,487 million (fiscal year ended March 2026)
Operating profit−¥121 million (fiscal year ended March 2026)
Net income for the current fiscal year−¥134 million (fiscal year ended March 2026)
Net assets−¥259 million (fiscal year ended March 2026)
Impact on Business Performance

The impact of this matter on consolidated results for the fiscal year ending March 2027 is expected to be minor. If it becomes clear that a material impact will arise, we will make a timely announcement.

Procedures and assumptions
Conditions Precedent to ExecutionApproval of the dissolution at the extraordinary general meeting of shareholders of ユニチカメイト㈱
This transaction
ItemDetails
Transaction nameDissolution of a subsidiary
Name of the Subject Companyユニチカメイト株式会社
Business Description of the Subject CompanyManufacture and sale of school sportswear
Location of the Subject Company3-1-4 Motomachi, Naniwa-ku, Osaka
Capital Stock of the Subject Company¥100 million
Date of Establishment of the Subject Company15 November 1973
Net Sales of the Subject Company¥1,487 million (fiscal year ended March 2026)
Operating Profit of the Subject Company−¥121 million (fiscal year ended March 2026)
Net Income of the Subject Company−¥134 million (fiscal year ended March 2026)
Net Assets of the Subject Company−¥259 million (fiscal year ended March 2026)
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe impact of this matter on consolidated results for the fiscal year ending March 2027 is expected to be minor. If it becomes clear that a material impact will arise, we will make a timely announcement.
Date of board resolution29 July 2026
Execution Date / Effective Date31 July 2026 (dissolution resolution) / 30 November 2026 (scheduled completion of liquidation)
Conditions Precedent to ExecutionApproval of the dissolution at the extraordinary general meeting of shareholders of ユニチカメイト㈱
Items this document does not state (17)
Counterparty nameAcquisition 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)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeManagement 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.

We are implementing the business revitalization plan announced on 28 November 2024 with the support of the Regional Economy Vitalization Corporation of Japan. The dissolution is being carried out as part of the implementation of that plan.

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Notice Concerning the Dissolution of a Subsidiary | UNITIKA LTD. (3103) timely disclosure | Komori