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MediPal : Notice Regarding MP AGRO CO., LTD.'s Acquisition of All Shares of Cygni Holdings, Inc.

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Notice Regarding MP AGRO CO., LTD.'s Acquisition of All Shares of Cygni Holdings, Inc.

Creating New Growth Opportunities through the Acquisition of E-commerce Business in the Companion Animal Field



October 9, 2025 MEDIPAL HOLDINGS CORPORATION

MP AGRO CO., LTD. (Head office: Kitahiroshima-shi, Hokkaido; President and CEO: Yoshitaka Ichiyanagi; "MP AGRO"), a consolidated subsidiary of MEDIPAL HOLDINGS CORPORATION (Head office: Chuo-ku, Tokyo; President and CEO: Shuichi Watanabe) is pleased to announce that it has signed an agreement to acquire all shares of Cygni Holdings, Inc. (Head office: Chuo-ku, Tokyo; President and CEO: Ohna Kaneda; "Cygni HD"), which owns all shares of Cygni Corporation (Head office: Koto-ku, Tokyo; President and CEO: Katsuyoshi Hara; "Cygni"), an e-commerce (EC) business for veterinary clinics, through a share transfer from BCM-V Investment Limited Partnership, which is operated by Basic Capital Management, Limited (Head office: Chuo-ku, Tokyo; President and CEO: Ohna Kaneda), the parent company of Cygni HD.

Cygni is an e-commerce company for veterinary clinics with over 30 years of history since its founding in 1994. It procures products from pharmaceutical and medical supply manufacturers and sells them to veterinary clinics and companion animal*1owners through its e-commerce website. It also provides services to veterinary clinics, such as improving operational efficiency and supporting cost reduction. Its main business is selling products to veterinary clinics through its e-commerce website, which accounts for approximately 90% of its sales. It launched its own paid membership system, "Cygni Plus*2" in 2023, and has achieved high profitability and growth through management specialized in ecommerce.

MEDIPAL has positioned business expansion in the AGRO&FOOD field as one of its growth strategies, and is strengthening and expanding its businesses related to companion animal-related products and food processing ingredients to achieve "2027 MEDIPAL Medium-Term Vision".

By making Cygni, which covers veterinary clinics nationwide, a subsidiary of MP AGRO, MEDIPAL will be able to create synergies that leverage the strengths of both companies.

MEDIPAL believes that this will enable us to strengthen sales in large-scale markets, expand ecommerce sales channels, and quickly expand our business in companion animal-related products.

Yoshitaka Ichiyanagi, President and CEO of MP AGRO, said, "We are very pleased to be able to start another challenge together with Cygni to contribute to the healthy growth of animals. By combining the attentive support of MP AGRO's sales department with the wide range of products and convenience that Cygni's e-commerce site boasts, we will support the management and operations of those involved in

veterinary clinics more than ever before, and strive to bring smiles to the faces of companion animals and their owners."

Katsuyoshi Hara, President and CEO of Cygni, said, "We have established a unique business foundation in the veterinary and companion animal-related fields by expanding our e-commerce business for medical supplies to veterinary clinics and developing new businesses such as pharmacies and overseas expansion. Going forward, by combining MP AGRO's extensive sales network with our e-commerce services, we will strive to provide even greater value to our customers and, as a leading company in the industry, contribute to the development of the veterinary medical industry."

*1 companion animal: An animal that has a companion-like presence and a close relationship with humans in daily life.

*2 Cygni Plus: https://vet.cygni.co.jp/top/CSfTop.jsp (Japanese website)

1.<Target company> Cygni Holdings, Inc.

Head office location

2-2-1 Kyobashi, Chuo-ku,Tokyo

Representative

President and CEO: Ohna Kaneda

Share Capital

10 million Yen

Established

February 28, 2022

Major shareholders and shareholding ratio

BCM-V Investment Limited Partnership operated by Basic Capital Management, Limited 100%

  1. <Business companies> Cygni Corporation

    Head office location

    3-7-13 Toyo, Koto-ku,Tokyo

    Representative

    President and CEO: Katsuyoshi Hara

    Business

    ・Sales of medical supplies and provision of management support services to medical institutions (veterinary clinics, medical and welfare facilities, etc.)

    ・Sale of pet supplies to pet shops and pet owners

    Share Capital

    50 million Yen

    Established

    April 3, 2006

    Major shareholders and shareholding ratio

    Cygni Holdings, Inc. 100%

    Sales

    8,583 million Yen (Fiscal year ended March 2025)

    Net Income

    478 million Yen (Fiscal year ended March 2025)

  2. Schedule

    Contract date

    September 19, 2025

    Stock acquisition execution date

    December 19, 2025 (plan)

    (Note) The schedule is subject to change, including necessary regulatory filings and other approvals.

  3. Future outlook

This transaction is not expected to have a material impact on MEDIPAL's financial results for the current fiscal year.

About Cygni Corporation

Representative: Katsuyoshi Hara, President and CEO Location: 3-7-13 Toyo, Koto-ku,Tokyo

Scope of business: ・Sales of medical supplies and provision of management support services to medical institutions (veterinary clinics, medical and welfare facilities, etc.)

・Sale of pet supplies to pet shops and pet owners Established: April 2006

Website:https://www.cygni.co.jp/ (Japanese website)

About MP AGRO CO., LTD.

Representative: Yoshitaka Ichiyanagi, President and CEO Location: 6-2-13 Omagarikougyoudanchi, Kitahirosima-shi, Hokkaido

Scope of business: Sales of chemicals including pharmaceuticals, veterinary medicines, fishery medicines, quasi-drugs, veterinary quasi-products, poisons, deleterious substances, industrial chemicals, organic and inorganic chemicals, reagents, quarantine drugs, specified narcotic raw materials, various non-medical drugs, feed additives, mixed feed, feed, special salts, insecticides, brewing chemicals, soil conditioners, agricultural chemicals, fertilizers, seeds, high-pressure gas for medical use

Established: April 2010

Website: https://www.mpagro.co.jp/en/

About MEDIPAL HOLDINGS CORPORATION

Representative: Shuichi Watanabe, Representative Director, President and CEO Location: 3-1-1 Kyobashi, Chuo-ku, Tokyo

Scope of business: As a holding company, MEDIPAL HOLDINGS controls, administers and supports the operating activities of companies in which it holds shares in the Prescription Pharmaceutical Wholesale Business; the Cosmetics, Daily Necessities and OTC Pharmaceutical Wholesale Business; and the Animal Health Products and Food Processing Raw Materials Wholesale Business, and conducts business development for the MEDIPAL Group.

Established: May 1923

Website: https://www.medipal.co.jp/english

CONTACT:

MEDIPAL HOLDINGS CORPORATION

Public Relations Department Tel: +81-3-3517-5171

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The English version of this document is a translation of the Japanese original and is provided for information purposes only. While reasonable efforts have been made to provide an accurate translation, no liability is assumed by MEDIPAL HOLDINGS CORPORATION for any errors, omissions, or ambiguities in the translation. In the event of any inconsistency or conflict between the English version and the Japanese original, the Japanese original shall prevail.