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Statutory disclosure document9861YOSHINOYA HOLDINGS CO.,LTD.Retail

Statutory Advance Disclosure Documents (Merger) (株式会社理想環境)

Statutory advance disclosure documents regarding the absorption-type merger involving YOSHINOYA HOLDINGS CO.,LTD. and 株式会社理想環境 were made available for inspection. Under the merger described in the documents, YOSHINOYA HOLDINGS CO.,LTD. will be the surviving company and 株式会社吉野家 the absorbed company, with the merger scheduled to take effect on 1 September 2026.

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Decision and Details

Advance disclosure document concerning the absorption-type merger

Decision30 June 2026 (date of execution of the absorption-type merger agreement)
Implementation1 September 2026 (scheduled effective date)
Going forwardThe absorption-type merger is scheduled to take effect on 1 September 2026. If any changes occur to the stated matters after the start date of the advance disclosure, the revised details will be disclosed immediately.
AmountMerger consideration: none; total assets of 株式会社理想環境: ¥180.046 million; total liabilities: ¥129.196 million; total net assets: ¥50.850 million; revenue: ¥839.75 million; net income: ¥5.362 million
Reason

To state the matters subject to advance disclosure under Article 794, Paragraph 1 and Article 782, Paragraph 1 of the Companies Act, and Article 191 and Article 182 of the Ordinance for Enforcement of the Companies Act.

Impact on Business Performance

No situation is currently anticipated that would impede the performance of the surviving company's obligations after the absorption-type merger.

Decision and Details
ItemDetails
Matter CoveredAdvance disclosure document concerning the absorption-type merger
Decision Date30 June 2026 (date of execution of the absorption-type merger agreement)
Implementation Date1 September 2026 (scheduled effective date)
AmountMerger consideration: none; total assets of 株式会社理想環境: ¥180.046 million; total liabilities: ¥129.196 million; total net assets: ¥50.850 million; revenue: ¥839.748 million; net income: ¥5.362 million
Impact on Business PerformanceNo situation is currently anticipated that would impede the performance of the surviving company's obligations after the absorption-type merger.
ReasonTo state the matters subject to advance disclosure under Article 794, Paragraph 1 and Article 782, Paragraph 1 of the Companies Act, and Article 191 and Article 182 of the Ordinance for Enforcement of the Companies Act.
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 take effect on 1 September 2026. If any changes occur to the stated matters after the start date of the advance disclosure, 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.

To state the matters subject to advance disclosure regarding the absorption-type merger under the Companies Act and the Ordinance for Enforcement of the Companies Act. The company explained that, with respect to the surviving company after the merger, its assets are expected to sufficiently exceed its liabilities and no situation is currently anticipated that would impede the performance of its obligations.

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Statutory Advance Disclosure Documents (Merger) (株式会社理想環境) | YOSHINOYA HOLDINGS CO.,LTD. (9861) timely disclosure | Komori