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M&A and Subsidiary Changes6645OMRON CorporationElectrical Equipment and Precision Instruments

Update on Previously Disclosed Matter: Completion of Company Split (Absorption-Type Company Split) and Share Transfer Relating to the Device & Module Solutions Business (Change in Subsidiaries, etc.)

The absorption-type company split of the DMB business took effect on 1 July 2026, and all shares of the successor company, Aratas株式会社, were transferred to a Carlyle-affiliated SPC on 1 October 2026. OMRON also completed an investment in the parent company of Aratas株式会社, resulting in a 5% voting rights holding ratio.

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This transaction

This absorption-type company split and this share transfer
CounterpartyTCG2602株式会社
Disclosing companyOMRON Corporation
Aratas株式会社Voting rights ownership percentageNumber of shares acquired All issued shares of Aratas株式会社

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 Date1 July 2026 (effective date of this absorption-type company split); 1 October 2026 (completion date of this share transfer and investment)
Target company

Manufacture and sale of electronic components and electrical machinery and equipment, and other businesses

Location Shimogyo-ku, Kyoto CityShare capital ¥1 billion
Procedures and assumptions
Management structure after acquisitionThe representative director of Aratas株式会社 is Esaki Masahiko (江崎 雅彦). TCG2602株式会社 holds 100% of the shares. OMRON invested in TCG2601株式会社, resulting in a 5% voting rights holding ratio. Treatment of employees and change of corporate name: Not disclosed
This transaction
ItemDetails
Transaction nameThis absorption-type company split and this share transfer
Counterparty nameTCG2602株式会社
Name of the Subject CompanyAratas株式会社
Business Description of the Subject CompanyManufacture and sale of electronic components and electrical machinery and equipment, and other businesses
Location of the Subject CompanyShimogyo-ku, Kyoto City
Capital Stock of the Subject Company¥1 billion
Number of shares acquiredAll issued shares of Aratas株式会社
Voting rights ownership percentageAfter 5% (OMRON's voting rights holding ratio in TCG2601株式会社) (before not disclosed)
Execution Date / Effective Date1 July 2026 (effective date of this absorption-type company split); 1 October 2026 (completion date of this share transfer and investment)
Management structure after acquisitionThe representative director of Aratas株式会社 is Esaki Masahiko (江崎 雅彦). TCG2602株式会社 holds 100% of the shares. OMRON invested in TCG2601株式会社, resulting in a 5% voting rights holding ratio. Treatment of employees and change of corporate name: Not disclosed
Items this document does not state (22)
Date 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 periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate 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.

This document explains that the transaction has been completed and provides an outlook, but does not state the reason for conducting the transaction.

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.
Update on Previously Disclosed Matter: Completion of Company Split (Absorption-Type Company Split) and Share Transfer Relating to the Device & Module Solutions Business (Change in Subsidiaries, etc.) | OMRON Corporation (6645) timely disclosure | Komori