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Occurring Fact6505TOYO DENKI SEIZO K.K.(TOYO ELECTRIC MFG.CO.,LTD.)Electrical Equipment and Precision Instruments

Notice Regarding the Disposal of Treasury Shares Through a Third-Party Allotment and a Change in Other Affiliated Companies

TOYO DENKI SEIZO K.K.(TOYO ELECTRIC MFG.CO.,LTD.) has decided to dispose of 578,000 treasury shares through a third-party allotment to East Japan Railway Company and raise approximately ¥1.16 billion. Upon completion of the disposal and related transactions, East Japan Railway Company is expected to become an other affiliated company holding 20.14% of the voting rights in TOYO DENKI SEIZO K.K.(TOYO ELECTRIC MFG.CO.,LTD.).

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Disposal of Treasury Shares by Third-Party Allotment and Change in Other Affiliated Company

Subject Entity

TOYO DENKI SEIZO K.K.(TOYO ELECTRIC MFG.CO.,LTD.) (the company disposing of treasury shares), East Japan Railway Company (the prospective allottee and prospective other affiliated company)

Target Locations / Products

Electrical equipment for railway vehicles and related products, and electrical equipment for next-generation Shinkansen trains

Occurrence15 July 2026 (date of the Board of Directors' resolution; the disposal date and payment date for the treasury share disposal are 6 August 2026)
22 days later
Litigation / administrative actionThe disposal date and payment date for the treasury share disposal are 6 August 2026. The change to an other affiliated company will occur after completion of the off-auction transaction, the treasury share disposal and the market purchase.
This disclosure07/15/2026
Cause

To strengthen the mutual cooperation relationship with East Japan Railway Company and accelerate the development of more efficient electrical equipment for railway vehicles and electrical equipment for next-generation Shinkansen trains. The funds are also being raised to finance growth investments under the current medium-term management plan.

Amount of Impact on Business Performance

The specific impact on results from the fiscal year ending May 2027 onward has not been determined. The estimated total payment for the shares is ¥1,163,514,000, estimated issuance expenses are ¥6,600,000, and estimated net proceeds are ¥1,156,914,000. The use of funds is ¥1,156 million for research and development investment. Accounting treatment for the impact on results: Not disclosed

Impact on Earnings Forecast

At present, the specific impact on results from the fiscal year ending May 2027 onward has not been determined. The company states that it will promptly disclose any matter that should be disclosed if one arises.

Change in voting rights ownership ratio

Shareholders Covered10.71%→20.14%(+9.43pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

9,735 voting rights (10.71%), as of 31 May 2026. Number of shares held: 973,500.

Voting rights ownership percentage after the change

19,470 voting rights (20.14%). Number of shares held: 1,947,000. After completion of the off-auction transaction, the treasury share disposal and the market purchase.

Related procedures

Type

Procedures for the disposal of treasury shares subject to the effectiveness of a filing under the Financial Instruments and Exchange Act

Outlook

On 16 July 2026, East Japan Railway Company plans to acquire 385,000 shares through a ToSTNeT-1 transaction and an additional 10,500 shares through market purchases. The treasury share disposal and payment are scheduled to take place on 6 August 2026. The ¥1,156 million in funds raised is planned to be allocated to research and development investment from August 2026 through May 2030.

Planned follow-up disclosure

AltPlusInc. will promptly make an announcement if any matter requiring disclosure arises.

Event that occurred
ItemDetails
Event nameDisposal of Treasury Shares by Third-Party Allotment and Change in Other Affiliated Company
Date of occurrence15 July 2026 (date of the Board of Directors' resolution; the disposal date and payment date for the treasury share disposal are 6 August 2026)
Subject EntityTOYO DENKI SEIZO K.K.(TOYO ELECTRIC MFG.CO.,LTD.) (the company disposing of treasury shares), East Japan Railway Company (the prospective allottee and prospective other affiliated company)
Target Locations / ProductsElectrical equipment for railway vehicles and related products, and electrical equipment for next-generation Shinkansen trains
CauseTo strengthen the mutual cooperation relationship with East Japan Railway Company and accelerate the development of more efficient electrical equipment for railway vehicles and electrical equipment for next-generation Shinkansen trains. The funds are also being raised to finance growth investments under the current medium-term management plan.
Amount of Impact on Business PerformanceThe specific impact on results from the fiscal year ending May 2027 onward has not been determined. The estimated total payment for the shares is ¥1,163,514,000, estimated issuance expenses are ¥6,600,000, and estimated net proceeds are ¥1,156,914,000. The use of funds is ¥1,156 million for research and development investment. Accounting treatment for the impact on results: Not disclosed
Impact on Earnings ForecastAt present, the specific impact on results from the fiscal year ending May 2027 onward has not been determined. The company states that it will promptly disclose any matter that should be disclosed if one arises.
Type of litigation or proceedingProcedures for the disposal of treasury shares subject to the effectiveness of a filing under the Financial Instruments and Exchange Act
Date of filing / date of actionThe disposal date and payment date for the treasury share disposal are 6 August 2026. The change to an other affiliated company will occur after completion of the off-auction transaction, the treasury share disposal and the market purchase.
Voting rights ownership percentage before the change9,735 voting rights (10.71%), as of 31 May 2026. Number of shares held: 973,500.
Voting rights ownership percentage after the change19,470 voting rights (20.14%). Number of shares held: 1,947,000. After completion of the off-auction transaction, the treasury share disposal and the market purchase.
OutlookOn 16 July 2026, East Japan Railway Company plans to acquire 385,000 shares through a ToSTNeT-1 transaction and an additional 10,500 shares through market purchases. The treasury share disposal and payment are scheduled to take place on 6 August 2026. The ¥1,156 million in funds raised is planned to be allocated to research and development investment from August 2026 through May 2030.
Planned follow-up disclosureAltPlusInc. will promptly make an announcement if any matter requiring disclosure arises.
Items this document does not state (12)
Date recognized / date notice receivedAccounting period in which recognizedCourt or authorityPlaintiffDefendantClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liability

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.

To strengthen the capital and technical cooperation relationship with East Japan Railway Company and accelerate the development of more efficient electrical equipment for railway vehicles and electrical equipment for next-generation Shinkansen trains. The funds raised are planned to be allocated to research and development investment.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Disposal of Treasury Shares Through a Third-Party Allotment and a Change in Other Affiliated Companies | TOYO DENKI SEIZO K.K.(TOYO ELECTRIC MFG.CO.,LTD.) (6505) timely disclosure | Komori