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 12, 2026
To whom it may concern:
Company name: | FUJITA KANKO INC. |
Representative: | Shinsuke Yamashita Representative Director and President, Executive Officer |
(Securities Code: 9722, TSE Prime) | |
Inquiries: | Yusuke Sato, Manager of General Affairs Department of Human Resource and General Affairs Division |
Phone: | +81-3-5981-7700 |
FUJITA KANKO INC. ("the Company) hereby announces that the matters concerning the controlling shareholders, etc., of the Company are as described below. As of the end of the most recent fiscal year (December 31, 2025), DOWA HOLDINGS CO., LTD. ("DOWA HOLDINGS") fell under the Company's largest major shareholder and any other associated company. However, as stated in the "Notice Concerning Conclusion of Capital and Business Alliance Agreement with NSSK-GAMMA2 Limited Liability Company, Secondary Offering of Shares, and Change of Largest Major Shareholder and Other Related Company" dated February 10, 2026 ("the Press Release"), a portion of the common stock of the Company held by DOWA HOLDINGS (25.0% of the total issued shares (excluding treasury shares) and 25.0% of the voting rights) was transferred to NSSK-GAMMA2 Limited Liability Company ("NSSK-GAMMA2"), which receives investment from an Investment Limited Partnership and a Limited Partnership that are managed by, or receive services from, the Nippon Sangyo Suishin Kiko, on February 10, 2026. As a result, as of today, NSSK-GAMMA2 falls under other associated company of the Company, while DOWA HOLDINGS does no longer fall under other associated company of the Company.
Trade name, etc. of parent company, controlling shareholder (excluding parent company), or other associated company
As of February 12, 2026
Name
Attribute
Ratio of voting rights held (%)
Financial instruments exchange, etc. on which the issued shares, etc. are listed
Direct holdings
Other combined
holdings
Total
NSSK-GAMMA2
Limited Liability Company
Other associated
company
25.0
-
25.0
-
Position of the Company in the corporate group of the parent company, etc. and other relationships between the Company and the parent company, etc.
NSSK-GAMMA2 is the other associated company of the Company that holds 25.0% of its voting rights. As stated in the Press Release, the Company entered into a capital and business alliance agreement with NSSK-GAMMA2 on February 10, 2026, and discussions are underway to achieve the Company's business growth and corporate value enhancement.
Under this agreement, NSSK-GAMMA2 has the right to nominate two director candidates of the Company
after the ordinary general meeting of shareholders for the fiscal year ended December 31, 2025 (to be held in March 2026) (the right to nominate only one at the ordinary general meeting of shareholders for the fiscal year ended December 31, 2025). Under the same agreement, the prior consent of NSSK-GAMMA2 is required to change the Articles of Incorporation of the Company, to issue or dispose of shares, etc. at the Company or some of its subsidiaries, or to sell important assets. However, other than these matters, NSSK-GAMMA2 has agreed to build and maintain a structure in which the Company's decision making is not affected by the intention of NSSK-GAMMA2. Therefore, the Company considers that its independence is secured.
Matters concerning transactions with controlling shareholder, etc. Not applicable