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Statutory disclosure document5706Mitsui Kinzoku Company,LimitedIron & Steel, Nonferrous Metals

Statutory Post-Transaction Disclosure Document (Merger) (Takehara Kousan Co., Ltd.)

竹原興産株式会社 entered into an agreement with Mitsui Kinzoku Company,Limited concerning a merger by absorption between a wholly owned parent company and its wholly owned subsidiary, and made statutory disclosures regarding the terms of the agreement, the merger consideration and the prospects for performance of obligations. No merger consideration will be paid, and no merger ratio has been established.

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Decision and Details

Merger agreement by absorption

Decision6 April 2026 (date of execution of the merger agreement by absorption)
Going forwardIf any changes occur to the matters after the commencement date of prior disclosure, they will be disclosed immediately.
AmountMerger consideration: none
Quantity / scaleMerger ratio: None agreed
Reason

Statutory disclosure pursuant to Article 782, Paragraph 1 of the Companies Act and Article 182 of the Ordinance for Enforcement of the Companies Act. As Mitsui Kinzoku Company,Limited and 竹原興産株式会社 are a wholly owned parent company and its wholly owned subsidiary, no merger ratio has been agreed and no merger consideration will be paid.

Impact on Business Performance

Following the merger by absorption, no circumstances that would impede Mitsui Kinzoku Company,Limited's performance of its obligations are currently anticipated, and it has been determined that the obligations are expected to be performed.

Decision and Details
ItemDetails
Matter CoveredMerger agreement by absorption
Decision Date6 April 2026 (date of execution of the merger agreement by absorption)
AmountMerger consideration: none
Quantity / scaleMerger ratio: None agreed
Impact on Business PerformanceFollowing the merger by absorption, no circumstances that would impede Mitsui Kinzoku Company,Limited's performance of its obligations are currently anticipated, and it has been determined that the obligations are expected to be performed.
ReasonStatutory disclosure pursuant to Article 782, Paragraph 1 of the Companies Act and Article 182 of the Ordinance for Enforcement of the Companies Act. As Mitsui Kinzoku Company,Limited and 竹原興産株式会社 are a wholly owned parent company and its wholly owned subsidiary, no merger ratio has been agreed and no merger consideration will be paid.
Governing RuleArticle 782, Paragraph 1 of the Companies Act; Article 182 of the Ordinance for Enforcement of the Companies Act
Future plansIf any changes occur to the matters after the commencement date of prior disclosure, they will be disclosed immediately.
Items this document does not state (4)
Decision-Making BodyImplementation DatePeriod CoveredRelated previous disclosures

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 keep available for inspection a document stating the terms of the merger agreement by absorption and other matters prescribed by the applicable Ministry of Justice ordinance, pursuant to Article 782, Paragraph 1 of the Companies Act and Article 182 of the Ordinance for Enforcement of the Companies Act. As this is a merger between a wholly owned parent company and its wholly owned subsidiary, no merger ratio has been agreed and no merger consideration will be paid.

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Statutory Post-Transaction Disclosure Document (Merger) (Takehara Kousan Co., Ltd.) | Mitsui Kinzoku Company,Limited (5706) timely disclosure | Komori