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M&A and Subsidiary Changes9619ICHINEN HOLDINGS CO.,LTD.Information and Communications, Services and Others

Notice regarding the execution of a share transfer agreement for the acquisition of shares in 三菱商事アグリサービス株式会社 and エムシー・ファーティコム株式会社, making them subsidiaries (update on previously disclosed matter)

In connection with the previously announced acquisition of shares, the new management structures and retiring officers of 株式会社愛農, 関菱化学株式会社, ときわ化研株式会社 and 北海道有機株式会社 have been determined. The changes are all scheduled to take effect on 1 June 2026, subject to approval at the respective companies' shareholders meetings and other required approvals.

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This transaction

Acquisition of shares and conversion into a subsidiary
Disclosing companyICHINEN HOLDINGS CO.,LTD.
三菱商事アグリサービス株式会社, エムシー・ファーティコム株式会社Subject of this transaction
Procedures and assumptions
Conditions Precedent to ExecutionApproval at the shareholders meetings and other required approvals of each target company
Management structure after acquisitionThe scheduled officer appointments effective 1 June 2026 and the retiring officers of 株式会社愛農, 関菱化学株式会社, ときわ化研株式会社 and 北海道有機株式会社 are set out.
This transaction
ItemDetails
Transaction nameAcquisition of shares and conversion into a subsidiary
Name of the Subject Company三菱商事アグリサービス株式会社, エムシー・ファーティコム株式会社
Conditions Precedent to ExecutionApproval at the shareholders meetings and other required approvals of each target company
Management structure after acquisitionThe scheduled officer appointments effective 1 June 2026 and the retiring officers of 株式会社愛農, 関菱化学株式会社, ときわ化研株式会社 and 北海道有機株式会社 are set out.
Items this document does not state (28)
Counterparty nameBusiness 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 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)Impact on Business PerformanceDate of board resolutionContract DateExecution Date / Effective 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.

Previously undetermined matters relating to the acquisition of shares disclosed on 3 April 2026 have been finalized.

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Notice regarding the execution of a share transfer agreement for the acquisition of shares in 三菱商事アグリサービス株式会社 and エムシー・ファーティコム株式会社, making them subsidiaries (update on previously disclosed matter) | ICHINEN HOLDINGS CO.,LTD. (9619) timely disclosure | Komori