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M&A and Subsidiary Changes6227AIMECHATEC,Ltd.Machinery

Notice of Approval for Changes to an Equity-Method Affiliate (Dissolution and Liquidation)

The Company has decided to approve the dissolution and liquidation of its equity-method affiliate, ナノリソティックス株式会社. After the dissolution, the capital and business alliance between the Company and オプトラン will continue, and the companies plan to remain engaged in the nanoimprint lithography business.

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This transaction

Dissolution and liquidation
Disclosing companyAIMECHATEC,Ltd.
ナノリソティックス株式会社Subject of this transactionVoting rights ownership percentage Before 29.4% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company

Development, manufacture, sale, import and export, and maintenance of precision processing equipment for optical products

Location Tsurugashima, Saitama PrefectureShare capital Capital: ¥170 million; capital reserve: ¥170 millionDate of incorporation 3 July 2023
Net Sales¥1.626 million (fiscal year ended December 2025)
Operating profitOperating loss: ¥105.836 million (fiscal year ended December 2025)
Net income for the current fiscal yearNet loss: ¥106.099 million (fiscal year ended December 2025)
Net assetsNet assets: ¥157.525 million (fiscal year ended December 2025)
Consideration and expenses
Amount of extraordinary income (loss)The loss arising from the dissolution of the equity-method affiliate is currently being reviewed.
Impact on Business Performance

The impact on the Company's consolidated results for the fiscal year ending June 2027 will be immaterial.

Procedures and assumptions
Management structure after acquisitionThe capital and business alliance between the Company and オプトラン will continue after the dissolution and liquidation of NLT. The two companies will use this framework in response to customer needs and will engage in promoting the nanoimprint lithography business as appropriate. No information is provided regarding a change of corporate name, the representative, or the treatment of employees.
This transaction
ItemDetails
Transaction nameDissolution and liquidation
Name of the Subject Companyナノリソティックス株式会社
Business Description of the Subject CompanyDevelopment, manufacture, sale, import and export, and maintenance of precision processing equipment for optical products
Location of the Subject CompanyTsurugashima, Saitama Prefecture
Capital Stock of the Subject CompanyCapital: ¥170 million; capital reserve: ¥170 million
Date of Establishment of the Subject Company3 July 2023
Net Sales of the Subject Company¥1.626 million (fiscal year ended December 2025)
Operating Profit of the Subject CompanyOperating loss: ¥105.836 million (fiscal year ended December 2025)
Net Income of the Subject CompanyNet loss: ¥106.099 million (fiscal year ended December 2025)
Net Assets of the Subject CompanyNet assets: ¥157.525 million (fiscal year ended December 2025)
Voting rights ownership percentageBefore 29.4% (after not disclosed)
Amount of extraordinary income (loss)The loss arising from the dissolution of the equity-method affiliate is currently being reviewed.
Impact on Business PerformanceThe impact on the Company's consolidated results for the fiscal year ending June 2027 will be immaterial.
Date of board resolution20 October 2026
Execution Date / Effective DateDissolution resolution by NLT: 28 October 2026 (予定); completion of liquidation: during the fiscal year ending June 2027 (予定)
Management structure after acquisitionThe capital and business alliance between the Company and オプトラン will continue after the dissolution and liquidation of NLT. The two companies will use this framework in response to customer needs and will engage in promoting the nanoimprint lithography business as appropriate. No information is provided regarding a change of corporate name, the representative, or the treatment of employees.
Items this document does not state (16)
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 amountContract 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.

ナノリソティックス株式会社 requested the Company's approval for its dissolution and liquidation because, given the current status of its mass-production technology development, it has been unable to establish a path to commercialize the business in a timely manner in response to demand. After considering the progress of technology development and the expanding range of customer needs, the Company determined that dissolution and liquidation would be reasonable after examining a more agile and efficient business promotion structure.

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Notice of Approval for Changes to an Equity-Method Affiliate (Dissolution and Liquidation) | AIMECHATEC,Ltd. (6227) timely disclosure | Komori