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M&A and Subsidiary Changes7245DAIDO METAL CO.,LTD.Automobiles and transportation equipment

Notice Regarding the Decision to Liquidate an Overseas Consolidated Subsidiary

The Company has decided to cease operations at its UK consolidated subsidiary DME on 31 December 2026 and liquidate it after completing the necessary legal procedures. The North America sales function remaining at DME will be transferred to the Company's US consolidated subsidiary.

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This transaction

Liquidation of DME
Disclosing companyDAIDO METAL CO.,LTD.
Daido Metal Europe Ltd.Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Sales of bearings and other products

Location Ilminster, Somerset, UKShare capital £3.613 millionDate of incorporation 10 January 2006
Net Sales£2.119 million (fiscal year ended December 2025)
Operating profit£120 thousand (fiscal year ended December 2025)
Net income for the current fiscal year▲£217 thousand (fiscal year ended December 2025)
Net assets▲£5.337 million (fiscal year ended December 2025)
Consideration and expenses
Amount of extraordinary income (loss)A reduction in the corporate tax burden related to DME's excess liabilities recorded in prior years is expected, but the amount of the impact and the loss associated with the liquidation are currently under review.
Impact on Business Performance

Although a reduction in the corporate tax burden related to DME's excess liabilities recorded in prior years is expected, the amount of the impact and the loss associated with the liquidation are currently under review.

Procedures and assumptions
Conditions Precedent to ExecutionThe necessary liquidation procedures under local law
Management structure after acquisitionThe North America sales function remaining at DME will be transferred to Daido Metal U.S.A. Inc., and DME will be liquidated after ceasing operations. The trade name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameLiquidation of DME
Name of the Subject CompanyDaido Metal Europe Ltd.
Business Description of the Subject CompanySales of bearings and other products
Location of the Subject CompanyIlminster, Somerset, UK
Capital Stock of the Subject Company£3.613 million
Date of Establishment of the Subject Company10 January 2006
Net Sales of the Subject Company£2.119 million (fiscal year ended December 2025)
Operating Profit of the Subject Company£120 thousand (fiscal year ended December 2025)
Net Income of the Subject Company▲£217 thousand (fiscal year ended December 2025)
Net Assets of the Subject Company▲£5.337 million (fiscal year ended December 2025)
Voting rights ownership percentageBefore 100% (after not disclosed)
Amount of extraordinary income (loss)A reduction in the corporate tax burden related to DME's excess liabilities recorded in prior years is expected, but the amount of the impact and the loss associated with the liquidation are currently under review.
Impact on Business PerformanceAlthough a reduction in the corporate tax burden related to DME's excess liabilities recorded in prior years is expected, the amount of the impact and the loss associated with the liquidation are currently under review.
Date of board resolution25 September 2026
Execution Date / Effective DateDME is scheduled to cease operations on 31 December 2026. The necessary liquidation procedures under local law will then be initiated, and the liquidation is scheduled to be completed once those procedures are completed.
Conditions Precedent to ExecutionThe necessary liquidation procedures under local law
Management structure after acquisitionThe North America sales function remaining at DME will be transferred to Daido Metal U.S.A. Inc., and DME will be liquidated after ceasing operations. The trade name, representative and treatment of employees: Not disclosed
Items this document does not state (15)
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 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 the consolidation of its European sales functions at DMEG, DME now retains only functions such as sales to North America. These functions will therefore be transferred to Daido Metal U.S.A. Inc. The Company expects this to expand growth areas, optimise the allocation of group management resources and improve operating efficiency.

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Notice Regarding the Decision to Liquidate an Overseas Consolidated Subsidiary | DAIDO METAL CO.,LTD. (7245) timely disclosure | Komori