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Statutory disclosure document8198Maxvalu Tokai Co.,Ltd.Retail

Statutory pre-merger disclosure document (Delica Food Co., Ltd.)

Maxvalu Tokai Co.,Ltd. entered into an agreement to absorb デリカ食品株式会社 through a merger effective 1 September 2026 and made the advance disclosure document available. This is a no-consideration merger between a wholly owned parent company and its wholly owned subsidiary, with Maxvalu Tokai Co.,Ltd. as the surviving company and デリカ食品株式会社 as the absorbed company.

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Decision and Details

Advance disclosure document concerning the absorption-type merger (this merger)

Decision18 June 2026 (date of execution of the merger agreement)
Implementation1 September 2026 (scheduled effective date)
Going forwardThe merger is scheduled to take effect on 1 September 2026. If any of the disclosed information changes after the date on which advance disclosure begins, the revised information will be disclosed immediately.
AmountMerger consideration: none (no-consideration merger)
Quantity / scale40,000 issued shares of デリカ食品株式会社; 100% ownership by Maxvalu Tokai Co.,Ltd.
Reason

Merger between a wholly owned parent and its wholly owned subsidiary

Impact on Business Performance

Following the effective date, no circumstances that would impede the performance of obligations are currently anticipated with respect to earnings or cash flow. Following the effective date, assets are expected to exceed liabilities by a sufficient margin.

Decision and Details
ItemDetails
Matter CoveredAdvance disclosure document concerning the absorption-type merger (this merger)
Decision Date18 June 2026 (date of execution of the merger agreement)
Implementation Date1 September 2026 (scheduled effective date)
AmountMerger consideration: none (no-consideration merger)
Quantity / scale40,000 issued shares of デリカ食品株式会社; 100% ownership by Maxvalu Tokai Co.,Ltd.
Impact on Business PerformanceFollowing the effective date, no circumstances that would impede the performance of obligations are currently anticipated with respect to earnings or cash flow. Following the effective date, assets are expected to exceed liabilities by a sufficient margin.
ReasonMerger between a wholly owned parent and its wholly owned subsidiary
Governing RuleArticle 794, paragraph 1 of the Companies Act; Article 191 of the Ordinance for Enforcement of the Companies Act; Article 782, paragraph 1 of the Companies Act; Article 182 of the Ordinance for Enforcement of the Companies Act; Article 796, paragraph 2 of the Companies Act; and Article 784, paragraph 1 of the Companies Act
Future plansThe merger is scheduled to take effect on 1 September 2026. If any of the disclosed information changes after the date on which advance disclosure begins, the revised information will be disclosed immediately.
Items this document does not state (3)
Decision-Making BodyPeriod CoveredRelated previous disclosures

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.

Other than the fact that this is a merger between a wholly owned parent company and its wholly owned subsidiary, the document does not explicitly state the reasons for or background to the merger.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Statutory pre-merger disclosure document (Delica Food Co., Ltd.) | Maxvalu Tokai Co.,Ltd. (8198) timely disclosure | Komori