Notice Regarding a Subsidiary’s Execution of a Loan Agreement Containing Financial Covenants | TESS Holdings Co.,Ltd. (5074) timely disclosure

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Execution by a subsidiary of a loan agreement with financial covenants

Subject Entity

テス・エンジニアリング株式会社 (consolidated subsidiary of the filing company and borrower)

Occurrence15 July 2026 (date of decision to execute and execution date)

This disclosure07/15/2026

Cause

To finance the borrower's working capital

Accounting period in which recognized

Fiscal year ended June 2026 (no impact); fiscal year ending June 2027 (impact under review)

Impact on Earnings Forecast

There is no impact on consolidated financial results for the fiscal year ended June 2026. The impact on consolidated financial results for the fiscal year ending June 2027 is currently under review, and timely disclosure will be made if the impact is material.

Outlook

The impact on consolidated financial results for the fiscal year ending June 2027 is currently under review, and timely disclosure will be made if the impact is material.

Planned follow-up disclosure

The Company plans to make a timely disclosure if the impact on consolidated financial results becomes material.

Event that occurred
Item	Details
Event name	Execution by a subsidiary of a loan agreement with financial covenants
Date of occurrence	15 July 2026 (date of decision to execute and execution date)
Subject Entity	テス・エンジニアリング株式会社 (consolidated subsidiary of the filing company and borrower)
Cause	To finance the borrower's working capital
Accounting period in which recognized	Fiscal year ended June 2026 (no impact); fiscal year ending June 2027 (impact under review)
Impact on Earnings Forecast	There is no impact on consolidated financial results for the fiscal year ended June 2026. The impact on consolidated financial results for the fiscal year ending June 2027 is currently under review, and timely disclosure will be made if the impact is material.
Outlook	The impact on consolidated financial results for the fiscal year ending June 2027 is currently under review, and timely disclosure will be made if the impact is material.
Planned follow-up disclosure	The Company plans to make a timely disclosure if the impact on consolidated financial results becomes material.

Items this document does not state (17)

Date recognized / date notice receivedTarget Locations / ProductsAmount of Impact on Business PerformanceType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled 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.

To fund working capital for the borrower.

How to read this page

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