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M&A and Subsidiary Changes6190PhoenixBio Co.,Ltd.Information and Communications, Services and Others

Notice Regarding the Dissolution and Liquidation of a Consolidated Subsidiary

The Company has resolved to dissolve and liquidate its wholly owned consolidated subsidiary, CMHL Consortium LLC, as its role ended upon the completion of the consortium's research period. The dissolution date and liquidation completion date have not been determined. The Company expects to transfer the foreign currency translation adjustment and incur liquidation-related expenses.

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This transaction

Dissolution and liquidation of a consolidated subsidiary
Disclosing companyPhoenixBio Co.,Ltd.
CMHL Consortium LLC.Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
Date of board resolution14 August 2026
Execution Date / Effective DateThe dissolution date, liquidation completion date and other relevant dates have not been determined.
Target company

Management of a consortium for validating the usefulness of PXB mice

Location Delaware, United StatesShare capital US$250,000Date of incorporation January 2016
Net assets$37,651.61 (fiscal year ending March 2026, USD)
Impact on Business Performance

The Company expects to transfer the foreign currency translation adjustment and incur liquidation-related expenses, but the impact on consolidated results is expected to be immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionThe necessary procedures under Delaware law are scheduled to be carried out.
Management structure after acquisitionDissolution and liquidation are planned. There is no applicable representative. The company has no employees or offices.
This transaction
ItemDetails
Transaction nameDissolution and liquidation of a consolidated subsidiary
Name of the Subject CompanyCMHL Consortium LLC.
Business Description of the Subject CompanyManagement of a consortium for validating the usefulness of PXB mice
Location of the Subject CompanyDelaware, United States
Capital Stock of the Subject CompanyUS$250,000
Date of Establishment of the Subject CompanyJanuary 2016
Net Assets of the Subject Company$37,651.61 (fiscal year ending March 2026, USD)
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe Company expects to transfer the foreign currency translation adjustment and incur liquidation-related expenses, but the impact on consolidated results is expected to be immaterial.
Date of board resolution14 August 2026
Execution Date / Effective DateThe dissolution date, liquidation completion date and other relevant dates have not been determined.
Conditions Precedent to ExecutionThe necessary procedures under Delaware law are scheduled to be carried out.
Management structure after acquisitionDissolution and liquidation are planned. There is no applicable representative. The company has no employees or offices.
Items this document does not state (19)
Counterparty nameNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income 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 acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial Committee

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 consortium's research period for validating the usefulness of PXB mice ended, and CMHL's role in operating and managing the consortium consequently ended.

How to read this page

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Dissolution and Liquidation of a Consolidated Subsidiary | PhoenixBio Co.,Ltd. (6190) timely disclosure | Komori