Komori
M&A and Subsidiary Changes6853KYOWA ELECTRONIC INSTRUMENTS CO.,LTD.Electrical Equipment and Precision Instruments

Notice Regarding the Acquisition of the Business of Nissho Denki Co., Ltd.

We will enter into an agreement to acquire from 日章電機株式会社 its business of developing, manufacturing and selling multi-axis force detectors and related products. The acquisition price and the amounts of the assets and liabilities included in the business are undisclosed.

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This transaction

Acquisition of a business
Counterparty日章電機株式会社
Disclosing companyKYOWA ELECTRONIC INSTRUMENTS CO.,LTD.
Subject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

The business of developing, manufacturing and selling multi-axis force detectors and related products operated by 日章電機株式会社, together with other related assets

Consideration and expenses
Acquisition priceUndisclosed pursuant to the confidentiality obligations between the parties.
Goodwill amountThe amount to be recognized is currently under review. The impact is expected to be immaterial.
Goodwill is the amount paid in excess of the acquired company's net assets.
Impact on Business Performance

The impact of this transaction on our results for the fiscal year ending December 2026 is expected to be immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionAs this business acquisition does not constitute the transfer of an important part of a company's business as stipulated in Article 467, paragraph 1, item 2 of the Companies Act, approval at a shareholders' meeting is not required.
This transaction
ItemDetails
Transaction nameAcquisition of a business
Counterparty name日章電機株式会社
Business Description of the Subject CompanyThe business of developing, manufacturing and selling multi-axis force detectors and related products operated by 日章電機株式会社, together with other related assets
Acquisition priceUndisclosed pursuant to the confidentiality obligations between the parties.
Goodwill amountThe amount to be recognized is currently under review. The impact is expected to be immaterial.
Impact on Business PerformanceThe impact of this transaction on our results for the fiscal year ending December 2026 is expected to be immaterial.
Date of board resolution27 April 2026
Contract Date1 May 2026 (scheduled)
Execution Date / Effective Date1 July 2026 (scheduled)
Conditions Precedent to ExecutionAs this business acquisition does not constitute the transfer of an important part of a company's business as stipulated in Article 467, paragraph 1, item 2 of the Companies Act, approval at a shareholders' meeting is not required.
Items this document does not state (22)
Name 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 CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition

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 further expand our measurement business, we aim to drive business growth and enhance corporate value by incorporating the technical expertise that 日章電機株式会社 has developed over many years, its high market share and its sales channel network.

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Notice Regarding the Acquisition of the Business of Nissho Denki Co., Ltd. | KYOWA ELECTRONIC INSTRUMENTS CO.,LTD. (6853) timely disclosure | Komori