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M&A and Subsidiary Changes3967Eltes Co.,Ltd.Information and Communications, Services and Others

(Progress on Disclosed Matter) Notice Regarding Completion of the Transfer of Shares Resulting in a Change in a Consolidated Subsidiary

The share transfer procedure for JAPANDX Co., Ltd. has been completed, and JAPANDX and its subsidiary JDX Solutions Co., Ltd. will no longer be included in the Company's scope of consolidation. A loss on the sale of shares related to the transfer is expected to be recorded as an extraordinary loss, although the amount is still being reviewed.

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This transaction

This share transfer
Disclosing companyEltes Co.,Ltd.
株式会社JAPANDXSubject of this transaction
Execution Date / Effective Date30 April 2026 (procedure completed). 1 March 2026 is treated as the transfer date, and the companies will be excluded from the scope of consolidation from the beginning of the fiscal year ending February 2027.
Consideration and expenses
Amount of extraordinary income (loss)Loss on the sale of shares related to this transaction (expected to be recorded as an extraordinary loss; the amount is currently under review)
Impact on Business Performance

The amount of the loss on the sale of shares is currently under review. However, the earnings forecast for the fiscal year ending February 2027 remains unchanged.

This transaction
ItemDetails
Transaction nameThis share transfer
Name of the Subject Company株式会社JAPANDX
Amount of extraordinary income (loss)Loss on the sale of shares related to this transaction (expected to be recorded as an extraordinary loss; the amount is currently under review)
Impact on Business PerformanceThe amount of the loss on the sale of shares is currently under review. However, the earnings forecast for the fiscal year ending February 2027 remains unchanged.
Execution Date / Effective Date30 April 2026 (procedure completed). 1 March 2026 is treated as the transfer date, and the companies will be excluded from the scope of consolidation from the beginning of the fiscal year ending February 2027.
Items this document does not state (27)
Counterparty nameBusiness Description of the Subject CompanyLocation of the Subject CompanyCapital 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 acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement 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.

The Company expects to record a loss on the sale of shares related to this share transfer as an extraordinary loss. However, it also expects to record gains on the sale of shares exceeding this loss through the transfer of shares in GloLing Co., Ltd. and プレイネクストラボ株式会社, which the Company acquired from JAPANDX and made wholly owned subsidiaries. Accordingly, the Company states that it will not revise its earnings forecast for the fiscal year ending February 2027.

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(Progress on Disclosed Matter) Notice Regarding Completion of the Transfer of Shares Resulting in a Change in a Consolidated Subsidiary | Eltes Co.,Ltd. (3967) timely disclosure | Komori