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M&A and Subsidiary Changes7276KOITO MANUFACTURING CO.,LTD.Electrical Equipment and Precision Instruments

Notice Regarding the Dissolution and Liquidation of a Consolidated Subsidiary

Koito Manufacturing Co., Ltd. decided to dissolve its wholly owned Chinese subsidiary, 湖北小糸車灯有限公司, and begin liquidation procedures. The timing of completion of the liquidation has not been determined, and the company will review its production structure and management resources for its China business.

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This transaction

Dissolution and liquidation of a consolidated subsidiary
Disclosing companyKOITO MANUFACTURING CO.,LTD.
湖北小糸車灯有限公司Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
Date of board resolution28 September 2026
Execution Date / Effective DateThe liquidation is expected to be completed once the procedures have been completed in accordance with local laws and regulations. The specific timing has not been determined at this time.
Target company

Manufacture and sale of automotive lighting equipment

Location Xiaogan, Hubei Province, ChinaShare capital ¥5,000 millionDate of incorporation September 2014
Impact on Business Performance

The impact on consolidated results for the fiscal year ending March 2027 will be immaterial

Procedures and assumptions
Conditions Precedent to ExecutionCompletion of procedures in accordance with local laws and regulations
Management structure after acquisition湖北小糸車灯有限公司 will be dissolved and liquidated. The procedures will be carried out in accordance with applicable laws and regulations and labor agreements so as to minimize the impact on affected employees and the local community.
This transaction
ItemDetails
Transaction nameDissolution and liquidation of a consolidated subsidiary
Name of the Subject Company湖北小糸車灯有限公司
Business Description of the Subject CompanyManufacture and sale of automotive lighting equipment
Location of the Subject CompanyXiaogan, Hubei Province, China
Capital Stock of the Subject Company¥5,000 million
Date of Establishment of the Subject CompanySeptember 2014
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending March 2027 will be immaterial
Date of board resolution28 September 2026
Execution Date / Effective DateThe liquidation is expected to be completed once the procedures have been completed in accordance with local laws and regulations. The specific timing has not been determined at this time.
Conditions Precedent to ExecutionCompletion of procedures in accordance with local laws and regulations
Management structure after acquisition湖北小糸車灯有限公司 will be dissolved and liquidated. The procedures will be carried out in accordance with applicable laws and regulations and labor agreements so as to minimize the impact on affected employees and the local community.
Items this document does not state (20)
Counterparty nameNet 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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial Committee

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The company’s China business has remained challenging due to the rapid shift to EVs in China, the rise of local Chinese automakers, and slower sales and declining market share among its major customers, Japanese automakers. Even after proceeding with the dissolution of 福州小糸 and the consolidation of production facilities, among other measures, the business environment became increasingly difficult. Accordingly, the company will dissolve 湖北小糸車灯有限公司 and improve productivity, profitability and competitiveness by optimizing its business structure and concentrating and streamlining management resources.

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Notice Regarding the Dissolution and Liquidation of a Consolidated Subsidiary | KOITO MANUFACTURING CO.,LTD. (7276) timely disclosure | Komori