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Statutory disclosure document9861YOSHINOYA HOLDINGS CO.,LTD.Retail

Statutory Prior Disclosure Document (Merger) (株式会社中日本吉野家)

YOSHINOYA HOLDINGS CO.,LTD. has entered into an agreement to merge with 株式会社中日本吉野家 by absorption. The effective date is 1 March 2026, and no merger consideration will be delivered because this is a merger between a wholly owned parent company and its wholly owned subsidiary.

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Decision and Details

Absorption-type merger between YOSHINOYA HOLDINGS CO.,LTD. and 株式会社中日本吉野家

Decision1 December 2025 (date the absorption-type merger agreement was executed)
Implementation1 March 2026 (scheduled effective date)
Going forwardThe absorption-type merger is scheduled to become effective on 1 March 2026. If any matter changes after the start date of the prior disclosure period, the revised details will be disclosed immediately.
AmountMerger consideration: none
Reason

Because this is a merger between a wholly owned parent company and its wholly owned subsidiary

Impact on Business Performance

Following this absorption-type merger, the surviving company's assets are expected to substantially exceed its liabilities, and no situation that would impede the performance of its obligations is currently anticipated.

Decision and Details
ItemDetails
Matter CoveredAbsorption-type merger between YOSHINOYA HOLDINGS CO.,LTD. and 株式会社中日本吉野家
Decision Date1 December 2025 (date the absorption-type merger agreement was executed)
Implementation Date1 March 2026 (scheduled effective date)
AmountMerger consideration: none
Impact on Business PerformanceFollowing this absorption-type merger, the surviving company's assets are expected to substantially exceed its liabilities, and no situation that would impede the performance of its obligations is currently anticipated.
ReasonBecause this is a merger between a wholly owned parent company and its wholly owned subsidiary
Governing RuleArticle 794, Paragraph 1 of the Companies Act; Article 191 of the Regulations for Enforcement of the Companies Act; Article 782, Paragraph 1 of the Companies Act; and Article 182 of the Regulations for Enforcement of the Companies Act
Future plansThe absorption-type merger is scheduled to become effective on 1 March 2026. If any matter changes after the start date of the prior disclosure period, the revised details will be disclosed immediately.
Items this document does not state (4)
Decision-Making BodyPeriod CoveredQuantity / scaleRelated 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.

This indicates that the merger is between a wholly owned parent company and its wholly owned subsidiary and that the disclosure is made in advance under the Companies Act and the Regulations for Enforcement of the Companies Act. No business rationale for the merger is stated.

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Statutory Prior Disclosure Document (Merger) (株式会社中日本吉野家) | YOSHINOYA HOLDINGS CO.,LTD. (9861) timely disclosure | Komori