Komori
M&A and Subsidiary Changes5076INFRONEER Holdings Inc.Construction and Materials

Notice of Completion of Acquisition of Shares in 水ing株式会社, Making It a Wholly Owned Subsidiary

インフロニア・ホールディングス completed the acquisition of all issued shares of 水ing株式会社 on 1 July 2026, making it a wholly owned subsidiary. 水ing株式会社 became a wholly owned subsidiary of the Company on the same date.

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This transaction

This transaction (acquisition of shares in 水ing株式会社, making it a wholly owned subsidiary)
CounterpartyEBARA CORPORATION, JGC HOLDINGS CORPORATION, Mitsubishi Corporation
Disclosing companyINFRONEER Holdings Inc.
Name of target companySubject of this transactionNumber of shares acquired All issued shares
TimelineThe spacing between the points is proportional to the actual number of days.
Procedures and assumptions
Management structure after acquisition水ing株式会社 became a wholly owned subsidiary of the Company and one of its key operating subsidiaries. The corporate name, representative and employee treatment have not been disclosed.
This transaction
ItemDetails
Transaction nameThis transaction (acquisition of shares in 水ing株式会社, making it a wholly owned subsidiary)
Counterparty nameEBARA CORPORATION, JGC HOLDINGS CORPORATION, Mitsubishi Corporation
Name of the Subject CompanyName of target company
Number of shares acquiredAll issued shares
Date of board resolution14 April 2026
Execution Date / Effective Date1 July 2026 (completed)
Management structure after acquisition水ing株式会社 became a wholly owned subsidiary of the Company and one of its key operating subsidiaries. The corporate name, representative and employee treatment have not been disclosed.
Items this document does not state (25)
Business 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 periodVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract 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.

The transaction is intended to enable the mutual use of the 水ing株式会社 group's water-treatment engineering capabilities and field engineers, together with the Company's project management capabilities and civil engineering and construction technologies and expertise, so that the group can provide integrated design, construction, maintenance and operation services for water supply and sewerage projects. It is also intended to expand the business into road and public-facility management and enhance corporate value.

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Notice of Completion of Acquisition of Shares in 水ing株式会社, Making It a Wholly Owned Subsidiary | INFRONEER Holdings Inc. (5076) timely disclosure | Komori