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M&A and Subsidiary Changes7280MITSUBA CorporationElectrical Equipment and Precision Instruments

Notice Regarding the Results of the Tender Offer for Shares of 株式会社両毛システムズ (Securities Code: 9691)

The tender offer for 両毛システムズ was successful, and the acquisition of 1,599,686 shares has been confirmed. Following the acquisition, the tender offerors' voting rights ownership ratio will be 97.03%, and they plan to proceed with procedures to make the tender offerors the sole shareholders and delist the shares.

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Improvement
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1599686
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This transaction

This tender offer
Counterparty株式会社ミツバ, Chubu Electric Power Company,Incorporated
Disclosing companyMITSUBA Corporation
Ryomo Systems Co., Ltd.Voting rights ownership percentageNumber of shares acquired 1,599,686 shares; number of voting rights: Not disclosed

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

Execution Date / Effective Date15 July 2026 (settlement commencement date)
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥5,200 per common share
Minimum number of shares to be purchased537,260 shares
Tender offer periodFrom 15 May 2026 to 8 July 2026 (39 business days)
Procedures and assumptions
Conditions Precedent to ExecutionThe total number of shares tendered must be at least 537,260, the minimum planned purchase.
Management structure after acquisitionA series of procedures will be carried out to make the tender offerors the sole shareholders of the target company. If these procedures are completed, the target company's shares are expected to be delisted. Corporate name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty name株式会社ミツバ, Chubu Electric Power Company,Incorporated
Name of the Subject CompanyRyomo Systems Co., Ltd.
Type of ConsiderationCash
Tender offer price¥5,200 per common share
Minimum number of shares to be purchased537,260 shares
Tender offer periodFrom 15 May 2026 to 8 July 2026 (39 business days)
Number of shares acquired1,599,686 shares; number of voting rights: Not disclosed
Voting rights ownership percentageBefore 51.31% → after 97.03%
Execution Date / Effective Date15 July 2026 (settlement commencement date)
Conditions Precedent to ExecutionThe total number of shares tendered must be at least 537,260, the minimum planned purchase.
Management structure after acquisitionA series of procedures will be carried out to make the tender offerors the sole shareholders of the target company. If these procedures are completed, the target company's shares are expected to be delisted. Corporate name, representative and treatment of employees: Not disclosed
Items this document does not state (20)
Business Description 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 CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract 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.

The total number of shares tendered exceeded the minimum planned purchase of 537,260 shares, so all tendered shares were acquired. The tender offerors also plan to carry out a series of procedures to ultimately make themselves the sole shareholders of the target company.

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Notice Regarding the Results of the Tender Offer for Shares of 株式会社両毛システムズ (Securities Code: 9691) | MITSUBA Corporation (7280) timely disclosure | Komori