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M&A and Subsidiary Changes6224JRC Co.,Ltd.Machinery

(Update on Previously Disclosed Matter) Notice Regarding the Establishment of an Overseas Subsidiary (Specified Subsidiary)

The establishment procedures and capital contribution for the overseas subsidiary established in Vietnam have been completed. The new company will manufacture and sell conveyor components locally.

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This transaction

Establishment of an overseas subsidiary
Disclosing companyJRC Co.,Ltd.
JRC Vietnam Co., Ltd.Voting rights ownership percentage

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

Execution Date / Effective Date29 May 2026 (date of establishment)
Target company

Manufacture and sale of conveyor components

Location Hung Yen Province, VietnamShare capital 35,189,824,000VNDDate of incorporation 29 May 2026
Impact on Business Performance

The impact on results for the current fiscal year is immaterial.

Procedures and assumptions
Management structure after acquisitionGeneral Director: Ezoe Yoshiaki (江副 義昭). Officers of the Company will concurrently serve as officers of the subsidiary. The subsidiary will be positioned as a production and supply base for strengthening the Group's overseas business.
This transaction
ItemDetails
Transaction nameEstablishment of an overseas subsidiary
Name of the Subject CompanyJRC Vietnam Co., Ltd.
Business Description of the Subject CompanyManufacture and sale of conveyor components
Location of the Subject CompanyHung Yen Province, Vietnam
Capital Stock of the Subject Company35,189,824,000VND
Date of Establishment of the Subject Company29 May 2026
Voting rights ownership percentageAfter 100% (before not disclosed)
Impact on Business PerformanceThe impact on results for the current fiscal year is immaterial.
Execution Date / Effective Date29 May 2026 (date of establishment)
Management structure after acquisitionGeneral Director: Ezoe Yoshiaki (江副 義昭). Officers of the Company will concurrently serve as officers of the subsidiary. The subsidiary will be positioned as a production and supply base for strengthening the Group's overseas business.
Items this document does not state (22)
Counterparty nameNet 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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionContract 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 subsidiary was established to respond to growing demand for conveying equipment and rising needs for local procurement in Southeast Asia, and to develop a supply chain closer to the market together with local manufacturing, sales and service capabilities. Other objectives include reducing costs and shortening delivery times through local manufacturing, as well as strengthening the overseas business.

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.
(Update on Previously Disclosed Matter) Notice Regarding the Establishment of an Overseas Subsidiary (Specified Subsidiary) | JRC Co.,Ltd. (6224) timely disclosure | Komori