Mabuchi Motor : to Acquire MASDAC Co., Ltd., Food Machinery Manufacturer（618KB）

April 23, 2026

Name of Company: MABUCHI MOTOR CO., LTD. Representative: Tohru TAKAHASHI,

Representative Director and President (Securities Code: 6592)

Contact: Motokazu YASUI, Managing Executive Officer,

Head of Corporate Planning Headquarters (Tel: +81-47-710-1127)

MABUCHI MOTOR CO., LTD. (the "Company") announced that at the Board of Directors meeting held on April 23, 2026, the Company resolved to acquire shares of MASDAC Co., Ltd. ("MASDAC"), a food machinery manufacturer, from BCM-V Investment Limited Partnership, which is managed by Basic Capital Management Limited and to make MASDAC a subsidiary of the Company (the "Transaction"). The Company entered into a share purchase agreement on the same date.

1. Reason for acquisition of shares

   The Company has historically focused on businesses centered on small DC motors. However, it has formulated

   "Management Plan 2030", which runs through fiscal year 2030, aiming to expand its business focusing on 3 M fields

   -Machinery, Mobility, and Medical-under "the e-MOTO※1" business concept, which serves as a key initiative for achieving the plan. The e-MOTO is a business concept aimed at driving growth by providing diverse "motion" solutions that meet the needs of customers and society. By offering a wide range of "motion" solutions beyond simple rotation, the Company seeks to expand its business domains and enhance added value. In addition, the Company is actively pursuing M&A and strategic alliances to realize the e-MOTO concept.

   MASDAC is "a professional group specializing in confectionery and machinery", with a unique competitive advantage based on its two core businesses: "food machine" and "food manufacturing". Since its founding in 1957, MASDAC has contributed to the development of the confectionery industry by leading the automation of confectionery production through its advanced engineering capabilities, particularly in products such as automatic dorayaki machines and dedicated cream puff production lines. In its food production business, which it entered in the 1970s, MASDAC has established a strong market presence by undertaking OEM production of a wide variety of confectionery products, including "Tokyo Banana"※2".

   Since its founding, the Company has expanded into new business areas where its core technologies can be effectively leveraged, thereby contributing to the development of the industry. The food machinery field is an area in which the Company's strengths, particularly its global business development capabilities and manufacturing technologies, can be fully utilized. Through collaboration with MASDAC, the Company believes it can enhance added value for customers and make a significant contribution to the development of the industry through the global expansion of Japan's food industry.

   By leveraging the Company's global production, sales, and R&D network to strengthen MASDAC's global

   expansion, and by combining the Company's production technologies, including automation technologies, with

   MASDAC's engineering capabilities, the Company aims to accelerate MASDAC's growth and realize business

   expansion in the "3 M fields" under the e-MOTO concept.

   ※1"e-MOTO": A term created by combining "electric," meaning "powered by electricity," and the Latin "moto," the origin of the word "motor" and meaning "to give motion," thereby defining the Company's value proposition as "motion."

   ※2Tokyo Banana is a registered trademark of Grapestone Co., Ltd.

2. Overview of MASDAC subject to change

   (1) Company name	MASDAC Co., Ltd.
   (2) Location	1-27-20 Kotesashi Motomachi, Tokorozawa-shi, Saitama, 359-1147 Japan
   (3) Job title and name of representative	Fumiharu MASUDA, Chairman Nobuo OKUDA, President
   (4) Description of business
   (5) Share capital	JPY 100 million
   (6) Date of establishment	March 1957
   (7) Major shareholder and ownership ratio	BCM-V Investment Limited Partnership 84.1% Other shareholders 15.9%
   Relationship between the (8) Company and said company	Capital Relationship	None
   	Personnel Relationship	None
   	Business Relationship	None
   Consolidated operating results and consolidated financial positions of said company for the last three (9) years
   As of / Fiscal year ended	March 2023	March 2024	March 2025
   Consolidated net assets	JPY 4,632 million	JPY 5,351 million	JPY 6,254 million
   Consolidated total assets	JPY 15,519 million	JPY 16,581 million	JPY 15,883 million
   Consolidated net assets per share	JPY 1,780.42	JPY 2,056.50	JPY 2,403.78
   Consolidated net sales	JPY 9,749 million	JPY 13,501 million	JPY 14,220 million
   Consolidated operating profit	JPY 179 million	JPY 838 million	JPY 881 million
   Consolidated ordinary profit	JPY 229 million	JPY 908 million	JPY 884 million
   Consolidated net profit attributable to owners of parent	JPY 191 million	JPY 715 million	JPY 778 million
   Consolidated net income per share	JPY 73.60	JPY 275.13	JPY 299.37
   Dividend per share	-	-	-

   1. Development, manufacture, sales and maintenance of food producing machines

   2. Research and development of food, production and sales of food

3. Overview of the counterparty to the acquisition of shares

   (1) Name	BCM-V Investment Limited Partnership
   (2) Location	24F, Kyobashi Edogrand, 2-2-1 Kyobashi, Chuo-ku, Tokyo, Japan
   Basis of establishment, (3) etc	Limited Partnership Act for Investment
   (4) Purpose of formation	Its purpose is to acquire shares of domestic small and medium-sized

   	enterprises in connection with opportunities such as business succession, independence from corporate groups, and IPO support, and to realize enhancement of corporate value through extensive management support.
   (5) Date of formation	October 30, 2020
   (6) Total investment amount	JPY 26,700 million
   Investors, investment (7) ratio, and overview of investors	Operating partners, domestic banking institutions, etc.
   (8) Overview of operating partners	Name	Basic Capital Management Co., Ltd.
   	Location	24F, Kyobashi Edogrand, 2-2-1 Kyobashi, Chuo-ku, Tokyo, Japan
   	Job title and name of representative	Ohna KANEDA, President
   	Description of business	Management of buyout funds specializing in small and medium-sized enterprises and investment advisory services
   	Share capital	JPY 57 million
   Relationship between (9) the Company and said fund	Relationship between the Company and said fund	None
   	Relationship between the Company and operating partners	None

4. Number of Acquired Shares, Acquisition Price and Status of Holdings Before and After Acquisition

   Number of shares held (1) before the change	0 shares (Number of voting rights: 0) (Percentage of voting rights: 0%)
   Number of shares to be (2) acquired	2,601,996 shares (Number of voting rights: 2,601,996)
   (3) Acquisition costs	Common shares of MASDAC - JPY 15,500 million Advisory fees, etc. (Estimated amount) - JPY 132 million Total (Estimated amount) - JPY 15,632 million
   Number of shares held (4) after the change	2,601,996 shares (Number of voting rights: 2,601,996) (Percentage of voting rights: 100%)

5. Timetable

   Date of resolution at the (1) meeting of the Board of

   April 23, 2026

   Directors
   Date of conclusion of (2) the agreement	April 23, 2026
   Date of commencement (3) of share transfer	Mid June 2026 (planned) (Note)

   (Note) The estimated closing of this Transaction is scheduled for Mid June 2026, but this may change due to filing procedures with the relevant authorities or other reasons.

6. Future Outlook

The impact of this Transaction on the consolidated performance and financial standings of the Company for the current fiscal year is currently under review. If any matter requiring disclosure arises, the Company will promptly make an announcement.

(Reference) Consolidated earnings forecast for the current fiscal year (announced on February 13, 2026) and consolidated results for the previous fiscal year

End of Document

Acquisition of MASDAC Co., Ltd., Food Machinery Manufacturer

Mabuchi Motor Co., Ltd.

(Securities code: 6592)

0

April 23, 2026