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M&A and Subsidiary Changes6258HIRATA CorporationMachinery

(Discontinuation of Previously Disclosed Matter) Notice Regarding the Discontinuation of the Transfer of Shares Resulting in a Change in a Specified Subsidiary

The plan announced on 26 May 2026 to transfer all shares of 株式会社トリニティ to 株式会社肥後銀行 has been abandoned, and the share transfer agreement has been terminated. As a result, 株式会社トリニティ will remain a consolidated subsidiary of 平田機工.

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This transaction

Share Transfers
Counterparty株式会社肥後銀行
Disclosing companyHIRATA Corporation
株式会社トリニティSubject of this transactionNumber of shares acquired All shares (the number of shares and voting rights is not stated)
Date of board resolution17 September 2026 (resolution to terminate the share transfer agreement)
Impact on Business Performance

The impact on the consolidated results of the Company for the fiscal year ending March 2027 is immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionDifficult to satisfy the conditions initially contemplated (specific conditions not disclosed)
Management structure after acquisition株式会社トリニティ will remain a consolidated subsidiary of the Company.
This transaction
ItemDetails
Transaction nameShare Transfers
Counterparty name株式会社肥後銀行
Name of the Subject Company株式会社トリニティ
Number of shares acquiredAll shares (the number of shares and voting rights is not stated)
Impact on Business PerformanceThe impact on the consolidated results of the Company for the fiscal year ending March 2027 is immaterial.
Date of board resolution17 September 2026 (resolution to terminate the share transfer agreement)
Conditions Precedent to ExecutionDifficult to satisfy the conditions initially contemplated (specific conditions not disclosed)
Management structure after acquisition株式会社トリニティ will remain a consolidated subsidiary of the Company.
Items this document does not state (24)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet 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 periodVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateExecution Date / Effective 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.

Following various confirmations and discussions after the agreement was signed, the parties determined that it would be difficult to satisfy the conditions initially contemplated and terminated the agreement after discussions between them.

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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.
(Discontinuation of Previously Disclosed Matter) Notice Regarding the Discontinuation of the Transfer of Shares Resulting in a Change in a Specified Subsidiary | HIRATA Corporation (6258) timely disclosure | Komori