Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.
February 2, 2026 Company Name： ARAKAWA CHEMICAL INDUSTRIES, LTD.
Representative： Nobuyuki Takagi,
Representative Director and President (Securities code: 4968, Tokyo Stock Exchange Prime Market) Contact： Nobuyuki Fuke, Director and Executive Officer,
Corporate Planning H.Q Telephone: +81-6-6209-8500
Notice Regarding Acquisition of Shares Resulting in a Change in SubsidiaryARAKAWA CHEMICAL INDUSTRIES, LTD.(the "Company") hereby announces that its Board of Directors, at a meeting held on January 29, 2026, resolved to acquire the shares of NATURAL WAVE Co., Ltd. (the "Target Company"), which sells Foods with Function Claims (supplements) and skincare cosmetics. The Company entered into a share transfer agreement with TOYO KAGAKU Co., Ltd., the shareholder of the Target Company, on January 30, 2026, as described below.
While this acquisition does not fall under the timely disclosure standards of the Tokyo Stock Exchange, the Company is disclosing this information voluntarily as it deems it useful for investors. Some disclosure items required under timely disclosure standards have been omitted.
Reason for the Acquisition
Under its 5th Medium-Term Management Plan (FY2022-FY2026Mar), the Arakawa Chemical Group has been exploring investment opportunities in new business fields such as life sciences, which are expected to serve as future growth drivers. The life sciences field is an area where the Company can leverage its long-cultivated expertise in analysis, evaluation, quality control, and production processes. This acquisition is a concrete step toward commercializing natural materials.
The Target Company possesses a stable customer base and a strong sales track record with major drugstore chains, primarily focusing on Foods with Function Claims (supplements) that promote intestinal health.
By welcoming the Target Company as a subsidiary, the Company aims to synergize the Target's B2C operational expertise with its own extensive research and insights into functional materials. Through this mutual exchange of knowledge, the Company expects to deliver the inherent value of its materials directly to consumers via final products, thereby contributing to the improvement of various forms of well-being, including beauty and health. Furthermore, the Company intends to connect these insights to its B2B business development in the future.
The Company will continue to work steadily and incrementally toward business creation in new fields, including life sciences, and strive for sustainable enhancement of corporate value.
Overview of the Subsidiary to be Moved (NATURAL WAVE Co., Ltd.)
(1)
Name
NATURAL WAVE Co., Ltd.
(2)
Location
5-12-1 Honkatata, Otsu-shi, Shiga, Japan
(3)
Title and Name of Representative
Koichi Oka, Representative Director
(4)
Business Description
Sale of supplements and cosmetics using natural ingredients such as natural herb extracts
(5)
Capital
3 million yen
(6)
Date of Establishment
January 1997
(7)
Major Shareholder and Ownership Ratio
TOYO KAGAKU Co., Ltd. (100%)
(8)
Relationship between the Listed Company and the Target Company
There are no capital, personal, or business relationships to be reported.
Overview of the Counterparty of the Share Acquisition
(1)
Name
TOYO KAGAKU Co., Ltd.
(2)
Location
1008 Terajiri, Hino-cho, Gamo-gun, Shiga, Japan
(3)
Title and Name of Representative
Koichi Oka, Representative Director
(4)
Business Description
Manufacturing and sale of medical devices and quasi-drugs; sale of pharmaceuticals, cosmetics, and hygiene products
(5)
Capital
11 million yen
(6)
Date of Establishment
June 1974
Number of Shares to be Acquired and Status of Share Ownership Before and After Acquisition
(1)
Number of shares held before
transfer
0 shares (Ownership ratio of voting rights: 0.0%)
(2)
Number of shares to be acquired
60 shares
(3)
Number of shares held after transfer
60 shares (Ownership ratio of voting rights: 100.0%)
(Note) The acquisition price is not disclosed due to confidentiality obligations between the parties but is within the "immateriality" threshold of the timely disclosure standards.
Schedule
(1)
Date of Board of Directors resolution
January 29, 2026
(2)
Date of agreement execution
January 30, 2026
(3)
Date of share transfer execution
February 16, 2026 (Planned)
Future Outlook
The impact of this acquisition on the Company's consolidated business results for the current fiscal year is expected to be immaterial. The Company will promptly announce any matters that require disclosure in the future.