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Dissolution and liquidation of an overseas consolidated subsidiaryDisclosing companyHowa Machinery,Ltd.
Date of board resolution27 April 2026
Execution Date / Effective DateThe liquidation is expected to be completed once the procedures required under local laws and regulations have been completed. The specific date has not yet been determined.
Target company
Sales, repair and technical services for machine tools and pneumatic and hydraulic equipment
Location Tianjin, People's Republic of ChinaShare capital US$6 millionDate of incorporation May 2011
Net Sales¥398 million (fiscal year ended December 2025)
Operating profit-¥28 million (fiscal year ended December 2025)
Net income for the current fiscal year-¥27 million (fiscal year ended December 2025)
Net assets¥303 million (fiscal year ended December 2025)
Impact on Business Performance
The amount of the loss associated with the dissolution and its impact on consolidated results for the fiscal year ending March 2026 are currently under review. The Company will promptly disclose any matters requiring disclosure that arise in the future.
Procedures and assumptions
Conditions Precedent to ExecutionCompletion of the procedures required under local laws and regulations
| Item | Details |
|---|---|
| Transaction name | Dissolution and liquidation of an overseas consolidated subsidiary |
| Name of the Subject Company | 丰和（天津）机床有限公司 |
| Business Description of the Subject Company | Sales, repair and technical services for machine tools and pneumatic and hydraulic equipment |
| Location of the Subject Company | Tianjin, People's Republic of China |
| Capital Stock of the Subject Company | US$6 million |
| Date of Establishment of the Subject Company | May 2011 |
| Net Sales of the Subject Company | ¥398 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | -¥28 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | -¥27 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥303 million (fiscal year ended December 2025) |
| Voting rights ownership percentage | Before 100% (equity interest) (after not disclosed) |
| Impact on Business Performance | The amount of the loss associated with the dissolution and its impact on consolidated results for the fiscal year ending March 2026 are currently under review. The Company will promptly disclose any matters requiring disclosure that arise in the future. |
| Date of board resolution | 27 April 2026 |
| Execution Date / Effective Date | The liquidation is expected to be completed once the procedures required under local laws and regulations have been completed. The specific date has not yet been determined. |
| Conditions Precedent to Execution | Completion of the procedures required under local laws and regulations |
Items this document does not state (17)
Counterparty nameAcquisition 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 CommitteeManagement 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 determined that this would contribute to enhancing corporate value, taking into account trends in China's automotive and automotive parts-related markets, its structural reforms, and its policy of scaling back and withdrawing from the Chinese market.
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