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M&A and Subsidiary Changes7384Procrea Holdings,Inc.Banks

Notice Regarding the Commencement of Consideration of a Management Integration among Procrea Holdings,Inc. (株式会社青森みちのく銀行), THE AKITA BANK,LTD. and The Bank of Iwate,Ltd.

The 3 companies, Procrea Holdings,Inc. (Aomori Michinoku Bank), THE AKITA BANK,LTD. and The Bank of Iwate,Ltd., resolved at their respective boards of directors meetings to begin discussions and consideration toward business integration. The specific form and terms of the integration have not yet been determined, and the companies aim to complete the integration in April 2028.

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This transaction

This business integration
CounterpartyProcrea Holdings,Inc., THE AKITA BANK,LTD., The Bank of Iwate,Ltd.
Disclosing companyProcrea Holdings,Inc.
Procrea Holdings,Inc. (Aomori Michinoku Bank), THE AKITA BANK,LTD., The Bank of Iwate,Ltd.Subject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Procrea Holdings,Inc. Financial holding company with Aomori Michinoku Bank as a subsidiary / THE AKITA BANK,LTD. Regional Financial Institutions / The Bank of Iwate,Ltd. Regional Financial Institutions

Location Procrea Holdings,Inc. 1-3-1 Kachida, Aomori, Aomori Prefecture / THE AKITA BANK,LTD. 3-2-1 Sanno, Akita, Akita Prefecture / The Bank of Iwate,Ltd. 1-2-3 Chuo-dori, Morioka, Iwate PrefectureShare capital Procrea Holdings,Inc. ¥20,000 million / THE AKITA BANK,LTD. ¥14,100 million / The Bank of Iwate,Ltd. ¥12,089 millionDate of incorporation Procrea Holdings,Inc. 1 April 2022 / THE AKITA BANK,LTD. 20 October 1941 / The Bank of Iwate,Ltd. 2 May 1932
Net SalesProcrea Holdings,Inc. Ordinary revenues (consolidated): ¥95,278 million (fiscal year ending March 2026) / THE AKITA BANK,LTD. Ordinary revenues (consolidated): ¥61,062 million (fiscal year ending March 2026) / The Bank of Iwate,Ltd. Ordinary revenues (consolidated): ¥77,495 million (fiscal year ending March 2026)
Operating profitProcrea Holdings,Inc. Ordinary income (consolidated): ¥6,557 million (fiscal year ending March 2026) / THE AKITA BANK,LTD. Ordinary income (consolidated): ¥11,246 million (fiscal year ending March 2026) / The Bank of Iwate,Ltd. Ordinary income (consolidated): ¥12,851 million (fiscal year ending March 2026)
Net income for the current fiscal yearProcrea Holdings,Inc. Profit attributable to owners of parent (consolidated): ¥3,783 million (fiscal year ending March 2026) / THE AKITA BANK,LTD. Profit attributable to owners of parent (consolidated): ¥7,692 million (fiscal year ending March 2026) / The Bank of Iwate,Ltd. Profit attributable to owners of parent (consolidated): ¥8,919 million (fiscal year ending March 2026)
Net assetsProcrea Holdings,Inc. ¥162,761 million (consolidated, as of 31 March 2026) / THE AKITA BANK,LTD. ¥179,304 million (consolidated, as of 31 March 2026) / The Bank of Iwate,Ltd. ¥194,750 million (consolidated, as of 31 March 2026)
Impact on Business Performance

The commencement of consideration of this business integration will have no impact on the 3 companies' consolidated results for the fiscal year ending March 2027. If any event occurs that requires a revision to the earnings forecasts, the companies will promptly disclose the information.

Procedures and assumptions
Management structure after acquisitionThrough the new financial group, the companies aim to secure and develop specialized personnel and establish a management platform where diverse personnel can demonstrate their abilities and grow. The corporate name, representatives and specific treatment of employees are not disclosed.
This transaction
ItemDetails
Transaction nameThis business integration
Counterparty nameProcrea Holdings,Inc., THE AKITA BANK,LTD., The Bank of Iwate,Ltd.
Name of the Subject CompanyProcrea Holdings,Inc. (Aomori Michinoku Bank), THE AKITA BANK,LTD., The Bank of Iwate,Ltd.
Business Description of the Subject CompanyProcrea Holdings,Inc. Financial holding company with Aomori Michinoku Bank as a subsidiary / THE AKITA BANK,LTD. Regional Financial Institutions / The Bank of Iwate,Ltd. Regional Financial Institutions
Location of the Subject CompanyProcrea Holdings,Inc. 1-3-1 Kachida, Aomori, Aomori Prefecture / THE AKITA BANK,LTD. 3-2-1 Sanno, Akita, Akita Prefecture / The Bank of Iwate,Ltd. 1-2-3 Chuo-dori, Morioka, Iwate Prefecture
Capital Stock of the Subject CompanyProcrea Holdings,Inc. ¥20,000 million / THE AKITA BANK,LTD. ¥14,100 million / The Bank of Iwate,Ltd. ¥12,089 million
Date of Establishment of the Subject CompanyProcrea Holdings,Inc. 1 April 2022 / THE AKITA BANK,LTD. 20 October 1941 / The Bank of Iwate,Ltd. 2 May 1932
Net Sales of the Subject CompanyProcrea Holdings,Inc. Ordinary revenues (consolidated): ¥95,278 million (fiscal year ending March 2026) / THE AKITA BANK,LTD. Ordinary revenues (consolidated): ¥61,062 million (fiscal year ending March 2026) / The Bank of Iwate,Ltd. Ordinary revenues (consolidated): ¥77,495 million (fiscal year ending March 2026)
Operating Profit of the Subject CompanyProcrea Holdings,Inc. Ordinary income (consolidated): ¥6,557 million (fiscal year ending March 2026) / THE AKITA BANK,LTD. Ordinary income (consolidated): ¥11,246 million (fiscal year ending March 2026) / The Bank of Iwate,Ltd. Ordinary income (consolidated): ¥12,851 million (fiscal year ending March 2026)
Net Income of the Subject CompanyProcrea Holdings,Inc. Profit attributable to owners of parent (consolidated): ¥3,783 million (fiscal year ending March 2026) / THE AKITA BANK,LTD. Profit attributable to owners of parent (consolidated): ¥7,692 million (fiscal year ending March 2026) / The Bank of Iwate,Ltd. Profit attributable to owners of parent (consolidated): ¥8,919 million (fiscal year ending March 2026)
Net Assets of the Subject CompanyProcrea Holdings,Inc. ¥162,761 million (consolidated, as of 31 March 2026) / THE AKITA BANK,LTD. ¥179,304 million (consolidated, as of 31 March 2026) / The Bank of Iwate,Ltd. ¥194,750 million (consolidated, as of 31 March 2026)
Impact on Business PerformanceThe commencement of consideration of this business integration will have no impact on the 3 companies' consolidated results for the fiscal year ending March 2027. If any event occurs that requires a revision to the earnings forecasts, the companies will promptly disclose the information.
Date of board resolution2 October 2026 (the respective boards of directors of the 3 companies)
Execution Date / Effective DateBusiness integration scheduled for April 2028
Management structure after acquisitionThrough the new financial group, the companies aim to secure and develop specialized personnel and establish a management platform where diverse personnel can demonstrate their abilities and grow. The corporate name, representatives and specific treatment of employees are not disclosed.
Items this document does not state (17)
Acquisition priceExpenses 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 arrangementsGoodwill amountAmount of extraordinary income (loss)Contract 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.

In the 3 northern Tohoku prefectures, population and the number of business establishments are declining, raising concerns about the impact on regional economies. In addition, management issues facing financial institutions, including AI and cybersecurity, are becoming increasingly complex. The companies aim to combine the 3 banks' customer bases, sales networks, regional networks and expertise to establish a stronger, broader management platform, resolve regional issues, strengthen capital and earnings capacity, and enhance their management foundations.

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Notice Regarding the Commencement of Consideration of a Management Integration among Procrea Holdings,Inc. (株式会社青森みちのく銀行), THE AKITA BANK,LTD. and The Bank of Iwate,Ltd. | Procrea Holdings,Inc. (7384) timely disclosure | Komori