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M&A and Subsidiary Changes3547UNISIA HOLDINGS CO.Retail

(Update on Previously Disclosed Matter) Notice of Completion of a Company Split (Incorporation-Type Company Split) by a Consolidated Subsidiary

The incorporation-type company split to transfer the House Meal business operated by consolidated subsidiary 株式会社串カツ田中 to a newly incorporated company was completed as scheduled. The newly incorporated company is currently a wholly owned subsidiary of 株式会社串カツ田中, but its shares are scheduled to be transferred to 株式会社鮮冷 on 30 November 2026.

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This transaction

This incorporation-type company split
Counterparty株式会社串カツ田中, 株式会社鮮冷
Disclosing companyUNISIA HOLDINGS CO.
ハウスミール分割準備株式会社Voting rights ownership percentageNumber of shares acquired 100 shares; number of voting rights: Not disclosed

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

Execution Date / Effective Date2 November 2026 (effective as scheduled)
Target company

Food manufacturing related to the House Meal business

Location Shinagawa-ku, TokyoShare capital ¥100 thousandDate of incorporation 2 November 2026
Impact on Business Performance

The impact on consolidated results for the fiscal year ending November 2026 is expected to be immaterial

Procedures and assumptions
Management structure after acquisitionThe representative is Kondo Akito (近藤昭人). The company is currently a wholly owned subsidiary of 株式会社串カツ田中, and its shares are scheduled to be transferred to 株式会社鮮冷 on 30 November 2026.
This transaction
ItemDetails
Transaction nameThis incorporation-type company split
Counterparty name株式会社串カツ田中, 株式会社鮮冷
Name of the Subject Companyハウスミール分割準備株式会社
Business Description of the Subject CompanyFood manufacturing related to the House Meal business
Location of the Subject CompanyShinagawa-ku, Tokyo
Capital Stock of the Subject Company¥100 thousand
Date of Establishment of the Subject Company2 November 2026
Number of shares acquired100 shares; number of voting rights: Not disclosed
Voting rights ownership percentageAfter 100% (before not disclosed)
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending November 2026 is expected to be immaterial
Execution Date / Effective Date2 November 2026 (effective as scheduled)
Management structure after acquisitionThe representative is Kondo Akito (近藤昭人). The company is currently a wholly owned subsidiary of 株式会社串カツ田中, and its shares are scheduled to be transferred to 株式会社鮮冷 on 30 November 2026.
Items this document does not state (20)
Net 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)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.

This disclosure announces the completion of the company split and the progress of the transaction previously announced. The company states that the transaction is scheduled to be completed at the end of the current fiscal year and that its impact on consolidated results for the fiscal year ending November 2026 is expected to be immaterial.

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(Update on Previously Disclosed Matter) Notice of Completion of a Company Split (Incorporation-Type Company Split) by a Consolidated Subsidiary | UNISIA HOLDINGS CO. (3547) timely disclosure | Komori