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M&A and Subsidiary Changes9627AIN HOLDINGS INC.Retail

Notice Concerning the Establishment of an Independent Committee and the Appointment of Its Members

The Company's Board of Directors established an independent committee to avoid arbitrary decisions in the operation of its takeover response policy and to enhance fairness and objectivity. Three independent outside directors were appointed as committee members.

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This transaction

Establishment of an independent committee
CounterpartyOasis Management Company Limited (and funds managed by it, etc.)
Disclosing companyAIN HOLDINGS INC.
AIN HOLDINGS INC.Subject of this transaction
Date of board resolution25 August 2026
Procedures and assumptions
Special CommitteeEstablished (independent committee). The committee comprises 3 members, all of whom are the Company's independent outside directors: Endo Noriko (遠藤典子), Watabiki Mariko (綿引万里子) and Hattori Nobumichi (服部暢達)
This transaction
ItemDetails
Transaction nameEstablishment of an independent committee
Counterparty nameOasis Management Company Limited (and funds managed by it, etc.)
Name of the Subject CompanyAIN HOLDINGS INC.
Date of board resolution25 August 2026
Special CommitteeEstablished (independent committee). The committee comprises 3 members, all of whom are the Company's independent outside directors: Endo Noriko (遠藤典子), Watabiki Mariko (綿引万里子) and Hattori Nobumichi (服部暢達)
Items this document does not state (27)
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 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 PerformanceContract DateExecution Date / Effective DateValuation methodologyIndependent valuation institutionConditions Precedent to ExecutionManagement structure after acquisition

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.

To prevent arbitrary decisions by the Company's Board of Directors and further enhance fairness and objectivity in the operation of this response policy.

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Notice Concerning the Establishment of an Independent Committee and the Appointment of Its Members | AIN HOLDINGS INC. (9627) timely disclosure | Komori