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Occurring Fact3840VIXTON corporationInformation and Communications, Services and Others

Notice Regarding the Dissolution and Liquidation of a Consolidated Subsidiary, the Discontinuation of Part of the Business, and the Termination of a Business Alliance

The Company will dissolve and liquidate its consolidated subsidiary, 株式会社アルヌール, and discontinue the environmental equipment sales business operated by the subsidiary. In connection with this, the Company will also terminate its business alliance agreement with 株式会社バイオセラー.

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Dissolution and liquidation of a consolidated subsidiary, discontinuation of part of its business, and termination of a business alliance

Subject Entity

株式会社アルヌール (a consolidated subsidiary of the reporting company)

Target Locations / Products

株式会社アルヌール's microalgae business (microalgae cultivation and research and development) and environmental equipment sales business

Occurrence26 August 2026 (the date of the resolution to dissolve the subsidiary by the Company's Board of Directors; the dissolution date of 株式会社アルヌール is scheduled for 31 August 2026)
This disclosure08/26/2026
Cause

The development of products suitable for sale was delayed, no specific prospects for sales were established, and the Company was unable to identify market inquiries or specific demand. The Company analyzes that this resulted from a structure led by technology development, in which the marketing perspective needed to assess actual market needs and the potential for commercialization did not function adequately. Operating losses continued for several years, making an early return to profitability difficult, while further upfront investment and an extended development period are expected going forward.

Amount of Impact on Business Performance

The impact on results for the fiscal year ending March 2027, including the loss arising from the dissolution, is currently under review. The amount is Not disclosed.

Accounting period in which recognized

Fiscal year ending March 2027

Impact on Earnings Forecast

The impact of this matter on results for the fiscal year ending March 2027 is currently under review. If any matter requiring disclosure arises, the Company will disclose it promptly.

Related procedures

Type

Dissolution and liquidation of a consolidated subsidiary (resolution to dissolve at an extraordinary general meeting of shareholders, dissolution, and completion of liquidation)

Company response

Suspended operations

Discontinuation of the environmental equipment sales business. The business operated by 株式会社アルヌール is scheduled to end in connection with its dissolution and liquidation.

Outlook

A resolution to dissolve 株式会社アルヌール is scheduled to be passed at its extraordinary general meeting of shareholders on 31 August 2026, with dissolution on the same day and completion of liquidation scheduled for the end of November 2026. The Company will review the impact of this matter and promptly disclose any matter requiring disclosure.

Planned follow-up disclosure

The company will promptly disclose any matters requiring disclosure that arise in the future.

Event that occurred
ItemDetails
Event nameDissolution and liquidation of a consolidated subsidiary, discontinuation of part of its business, and termination of a business alliance
Date of occurrence26 August 2026 (the date of the resolution to dissolve the subsidiary by the Company's Board of Directors; the dissolution date of 株式会社アルヌール is scheduled for 31 August 2026)
Subject Entity株式会社アルヌール (a consolidated subsidiary of the reporting company)
Target Locations / Products株式会社アルヌール's microalgae business (microalgae cultivation and research and development) and environmental equipment sales business
CauseThe development of products suitable for sale was delayed, no specific prospects for sales were established, and the Company was unable to identify market inquiries or specific demand. The Company analyzes that this resulted from a structure led by technology development, in which the marketing perspective needed to assess actual market needs and the potential for commercialization did not function adequately. Operating losses continued for several years, making an early return to profitability difficult, while further upfront investment and an extended development period are expected going forward.
Amount of Impact on Business PerformanceThe impact on results for the fiscal year ending March 2027, including the loss arising from the dissolution, is currently under review. The amount is Not disclosed.
Accounting period in which recognizedFiscal year ending March 2027
Impact on Earnings ForecastThe impact of this matter on results for the fiscal year ending March 2027 is currently under review. If any matter requiring disclosure arises, the Company will disclose it promptly.
Type of litigation or proceedingDissolution and liquidation of a consolidated subsidiary (resolution to dissolve at an extraordinary general meeting of shareholders, dissolution, and completion of liquidation)
Suspended operationsDiscontinuation of the environmental equipment sales business. The business operated by 株式会社アルヌール is scheduled to end in connection with its dissolution and liquidation.
OutlookA resolution to dissolve 株式会社アルヌール is scheduled to be passed at its extraordinary general meeting of shareholders on 31 August 2026, with dissolution on the same day and completion of liquidation scheduled for the end of November 2026. The Company will review the impact of this matter and promptly disclose any matter requiring disclosure.
Planned follow-up disclosureThe company will promptly disclose any matters requiring disclosure that arise in the future.
Items this document does not state (13)
Date recognized / date notice receivedCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityVoting rights ownership percentage before the changeVoting rights ownership percentage after the change

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 development of products suitable for sale was delayed, no specific prospects for sales were established, and the Company was unable to identify market inquiries or demand. The Company states that a structure led by technology development prevented the marketing perspective from functioning adequately, and that several consecutive years of operating losses mean that additional investment and an extended development period would be required to achieve profitability.

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Notice Regarding the Dissolution and Liquidation of a Consolidated Subsidiary, the Discontinuation of Part of the Business, and the Termination of a Business Alliance | VIXTON corporation (3840) timely disclosure | Komori