NS : Consolidated Financial Results From April 1, 2024 to June 30, 2025

July 30, 2025

Company name: NS Solutions Corporation

Listing: Tokyo Stock Exchange, Nagoya Stock Exchange, and Fukuoka Stock Exchange

Securities code: 2327

URL: https://www.nssol.nipponsteel.com

Representative: Kazuhiko Tamaoki, Representative Director & President Inquiries: Hideki Miyake, Director, Accounting & Finance Department

Telephone: +81-3-6899-6000

Scheduled date of commencing dividend payments: -

Preparation of supplementary material on financial results: Yes

Holding of financial results briefing: Yes (for analysts)

(Amounts of less than one million yen are rounded down.)

1. Consolidated Financial Results for the Three Months Ended June 30, 2025 (April 1, 2025 to June 30, 2025)

   1. Consolidated Operating Results (cumulative) (% indicates changes from the previous corresponding period.)

      	Revenue		Operating profit		Profit before	tax	Profit attributable to owners of parent
      Three months ended June 30, 2025	Million yen 82,684	% 7.6	Million yen 8,485	% (3.7)	Million yen 8,814	% (2.3)	Million yen 5,111	% (5.0)
      June 30, 2024	76,826	11.7	8,815	33.9	9,021	31.2	5,381	33.8

      	Total comprehensive income	Basic earnings per share	Diluted earnings per share
      Three months ended	Million yen %	Yen	Yen
      June 30, 2025	5,121 (69.7)	27.93	-
      June 30, 2024	16,876 68.5	29.41	-

      (Note) The Company carried out a 2-for-1 stock split of common stock as of July 1, 2024. Basic earnings per share were calculated assuming the stock split had taken place at the beginning of the previous fiscal year.

   2. Consolidated Financial Position

   	Total assets	Total equity	Equity attributable to owners of parent	Ratio of equity attributable to owners of parent to total assets
   As of	Million yen	Million yen	Million yen	%
   June 30, 2025	381,386	267,665	259,148	67.9
   March 31, 2025	421,302	269,815	261,173	62.0

2. Cash Dividends

   	Annual dividends
   	1st quarter-end	2nd quarter-end	3rd quarter-end	Year-end	Total
   Fiscal year ended March 31, 2025 Fiscal year ending March 31, 2026	Yen	Yen	Yen	Yen	Yen
   	- -	36.50	-	37.50	74.00
   Fiscal year ending March 31, 2026 (Forecast)		40.00	-	40.00	80.00

   (Note) Revision to the forecast for dividends announced most recently: None

3. Consolidated Financial Results Forecast for the Fiscal Year Ending March 31, 2026 (April 1, 2025 to March 31, 2026)

(% indicates changes from the previous corresponding period.)

(Note) Revision to the financial results forecast announced most recently: None

1. Significant changes in the scope of consolidation during the period: None Newly included: None

   Excluded: None

2. Changes in accounting policies and changes in accounting estimates

   1. Changes in accounting policies required by IFRS: None

   2. Changes in accounting policies other than 1) above: None

   3. Changes in accounting estimates: None

3. Total number of issued shares (common stock)

   1. Total number of issued shares at the end of the period (including treasury shares): As of June 30, 2025: 183,002,000 shares

      As of March 31, 2025: 183,002,000 shares

   2. Total number of treasury shares at the end of the period:

      As of June 30, 2025: 27,793 shares

      As of March 31, 2025: 27,793 shares

   3. Average number of shares outstanding during the period:

Three months ended June 30, 2025: 182,974,207 shares

Three months ended June 30, 2024: 182,969,198 shares

(Note) The Company carried out a 2-for-1 stock split of common stock as of July 1, 2024. The numbers of shares presented above were calculated assuming the stock split had taken place at the beginning of the previous fiscal year.

• Review of the Japanese-language originals of the attached quarterly consolidated financial statements by certified public accountants or an audit firm: None

• Explanation of the proper use of financial results forecast and other notes

  • The forecasts stated above are based on information available as of the date of publication of this document. Actual results may differ from these forecasts due to a wide range of factors hereafter.

Table of Contents - Attachments

1. Qualitative Information on Quarterly Financial Results 2

   1. Operating Results 2

   2. Financial Position 3

   3. Consolidated Financial Results Forecast and Other Forward-looking Information 4

2. Condensed Quarterly Consolidated Financial Statements and Primary Notes 5

   1. Condensed Quarterly Consolidated Statements of Financial Position 5

   2. Condensed Quarterly Consolidated Statements of Profit or Loss and Condensed Quarterly Consolidated Statements of Comprehensive Income 7

   3. Condensed Quarterly Consolidated Statements of Changes in Equity 9

   4. Condensed Quarterly Consolidated Statements of Cash Flows 11

   5. Notes to Condensed Quarterly Consolidated Financial Statements 12

Going concern assumption 12

Segment information, etc. 12

Significant subsequent events 12

1. Qualitative Information on Quarterly Financial Results
   1. Operating Results

      Analysis of operating results

      The Japanese economy continued its moderate recovery during the three months ended June 30, 2025. However, uncertainty remains regarding the potential impact on corporate earnings from geopolitical risks, such as the situations in Russia, Ukraine and heightened tensions in the Middle East, the increased risk of U.S. tariff policies weighing on the economy, and rising domestic prices.

      In the business environment surrounding NS Solutions Corporation (hereinafter, the "Company," and the Company and its subsidiaries are collectively referred to as the "Group"), demand for digital transformation (DX) aimed at business growth, strong competitiveness, and higher added value remained strong, while our customers maintained steady investments in their systems.

      The Group published the 2025-2027 Mid-term Business Plan in February 2025 to realize the NSSOL 2030 Vision announced in April 2024. Based on the plan, the Group is engaged in business activities focusing on four fundamental transformations-transforming our SI business model, transforming our customer approach, transforming the technology and R&D, and transforming in-house operations and management.

      To transform our SI business model, which is of particular importance, the Group is promoting a TAM-type model consisting of the following:

      • SI Transformation (T-type): Achieving high productivity through the use of innovative technologies

      • Asset Driven (A-type): Converting our strengths into assets

      • Multi Company Platform (M-type): Providing a platform for multiple companies to use jointly

        We have been actively utilizing AI, providing customers with numerous AI solutions, including "Dataiku" and "Databricks," while also applying AI to in-house operations to improve productivity. To promote the TAM-type model, we recently built "Nestorium," our proprietary integrated development and operations platform. Equipped with various development support tools such as generative AI and automation technologies, Nestorium is now operating as the company-wide standard IT service platform. In July 2025, Nestorium added "NSDevia," which features "Jitera," an AI development agent created by Jitera Inc. to streamline system development. Going forward, Nestorium will help us improve our solution creation capability and enable high productivity, and we aim to fully deploy it as a shared platform for multiple companies.

        We have also productized our expertise and strengths into a range of solutions. Our solutions have received many customer inquiries, including those for "PPMP" (Process-manufacturing Production Management Package) for the manufacturing industry, the cloud solution "CloudHarbor," and the digital twin solution "Geminant."

        In addition, we are actively pursuing global and external growth strategies, and have engaged in M&As with domestic and overseas companies. We acquired 100% of the shares of INFOCOM CORPORATION and PT.WCS ABYAKTA NAWASENA, both of which have become Group companies. INFOCOM CORPORATION provides services to process manufacturers and owns GRANDIT, an ERP system for medium-sized companies. PT.WCS ABYAKTA NAWASENA, based in Indonesia, offers IT services related to ERP packages.

        As a result of these efforts, revenue for the three months ended June 30, 2025 amounted to 82,684 million yen, an increase of 5,857 million yen compared to 76,826 million yen for the same period of the previous fiscal year. This was due to favorable conditions in the cloud solution field and software products, in addition to higher sales to the manufacturing, Nippon Steel Group field and the retail and platform field. Operating profit came in at 8,485 million yen, a decrease of 329 million yen compared to 8,815 million yen for the same period

        of the previous fiscal year. This was due to increased selling, general and administrative expenses resulting from investments for business model transformation, as well as a reactionary decrease of adjustments in provision for bonuses recorded in the previous fiscal year, despite an increase resulting from higher revenue and an improved gross profit margin.

   2. Financial Position

      1. Analysis of financial position

         Total assets at the end of the three months ended June 30, 2025 amounted to 381,386 million yen, a decrease of 39,916 million yen compared to 421,302 million yen at the end of the previous fiscal year. This was mainly due to decreases of 31,075 million yen in cash and cash equivalents and 22,609 million yen in trade and other receivables, partly offset by increases of 6,809 million yen in contract assets and 6,100 million yen in inventories.

         Total liabilities at the end of the three months ended June 30, 2025 amounted to 113,721 million yen, a decrease of 37,766 million yen compared to 151,487 million yen at the end of the previous fiscal year. This was mainly due to decreases of 27,990 million yen in income taxes payable and 6,357 million yen in bonus payable included in other current liabilities.

         Total equity at the end of the three months ended June 30, 2025 amounted to 267,665 million yen, a decrease of 2,150 million yen compared to 269,815 million yen at the end of the previous fiscal year. The breakdown mainly includes 5,403 million yen of profit and 6,861 million yen of dividends paid. As a result, the ratio of equity attributable to owners of parent to total assets was 67.9%.

      2. Cash flows

         Statements of cash flows

         The balance of cash and cash equivalents at the end of the three months ended June 30, 2025 was 161,856 million yen. Net decrease in cash and cash equivalents for the three months of the current fiscal year was 31,075 million yen, compared to a net increase of 12,583 million yen for the same period of the previous fiscal year. Cash flows by activity type are as follows.

         1. Cash flows from operating activities

            Cash flows from operating activities for the three months ended June 30, 2024 resulted in a cash inflow of 17,411 million yen. This is mainly attributable to 9,021 million yen of profit before tax and 3,036 million yen of depreciation and amortization, a 21,916 million yen decrease in trade and other receivables, a 3,835 million yen increase in contract assets, a 6,651 million yen increase in inventories, a 10,273 million yen increase in trade and other payables, a 6,557 million yen decrease in bonus payable, and income taxes paid of 7,539 million yen. On the other hand, cash flows from operating activities for the three months ended June 30, 2025 resulted in a cash outflow of 19,251 million yen. This is mainly attributable to 8,814 million yen of profit before tax and 2,706 million yen of depreciation and amortization, a 21,594 million yen decrease in trade and other receivables, a 6,815 million yen increase in contract assets, a 6,142 million yen increase in inventories, a 2,053 million yen increase in trade and other payables, a 6,346 million yen decrease in bonus payable, 5,000 million yen of settlement package, and income taxes paid of 30,302 million yen. The negative cash flows from operating activities for the three months ended June 30, 2025 were primarily due to a temporary increase in income taxes paid following the sale of investment securities in the previous fiscal year.

         2. Cash flows from investing activities

            Cash flows from investing activities for the three months ended June 30, 2024 resulted in a cash inflow of 1,605 million yen. This is mainly attributable to 3,418 million yen of proceeds from sale and redemption of other financial assets and 1,308 million yen of proceeds from acquisition of shares of affiliated companies resulting in change in scope of consolidation, 2,347 million yen of purchase of other financial assets and 757 million yen of purchase of property, plant and equipment, and intangible assets. On the other hand, cash flows from investing activities for the three months ended June 30, 2025 resulted in a cash outflow of 2,625 million yen. This is mainly attributable to 1,412 million yen of payments for acquisition of shares of affiliated companies resulting in change in scope of consolidation, 814 million yen of purchase of property, plant and equipment, and intangible assets, and 385 million yen of purchase of other financial assets.

         3. Cash flows from financing activities

      Cash flows from financing activities for the three months ended June 30, 2024 resulted in a cash outflow of 6,540 million yen. This is mainly attributable to 4,117 million yen of dividends paid and 1,986 million yen of repayments of lease liabilities. On the other hand, cash flows from financing activities for the three months ended June 30, 2025 resulted in a cash outflow of 8,987 million yen. This is mainly attributable to 6,861 million yen of dividends paid and 1,713 million yen of repayments of lease liabilities.

      Information on capital resources and liquidity of funds

      1. Basic policy

         The Group believes that it is important to continuously maintain and strengthen its competitiveness and increase its corporate value into the future.

         Therefore, we seek to maintain sufficient internal reserves to prepare for capital requirements for business growth and business risks such as wide-area disasters. The capital requirements include those for initiatives to achieve further profitability through business model transformation, focus on IT megatrends to achieve higher-than-market growth, make aggressive growth investments, pursue external growth through M&A, and enhance governance and shareholder value. At the same time, regarding profit distribution, our basic policy is to implement appropriate and stable distribution of dividends to shareholders.

         We aim for a consolidated dividend payout ratio of 50%, with a focus on returning profits to shareholders in line with consolidated performance.

      2. Capital requirements and financing

      Major capital requirements of the Group include operating expenses such as material costs, outsourcing costs, labor costs, overhead costs, and selling, general and administrative expenses, as well as capital expenditures and investments for external growth. Those capital requirements are satisfied by own funds.

      As for working capital on hand, the Company concentrates surplus funds from subsidiaries in the Company for centralized management by implementing the cash management system (CMS) and also having certain of its domestic subsidiaries implement the same system. Note that the Company's CMS is administered by Nippon Steel Corporation with 151,421 million yen deposited in the system as of June 30, 2025 being presented as part of cash and cash equivalents.

      For unexpected capital requirements, the Company has overdraft arrangements with major banks and Nippon Steel Corporation, its parent company, to prepare for liquidity risks.

   3. Consolidated Financial Results Forecast and Other Forward-looking Information

      No revisions have been made to the consolidated financial results forecast announced on April 28, 2025.

2. Condensed Quarterly Consolidated Financial Statements and Primary Notes
   1. Condensed Quarterly Consolidated Statements of Financial Position

      (Millions of yen)

      As of March 31, 2025 As of June 30, 2025

      Assets

      Current assets

      Cash and cash equivalents	192,931		161,856
      Trade and other receivables	70,210		47,600
      Contract assets	22,719		29,529
      Inventories	32,083		38,183
      Other financial assets	2,796		6,763
      Other current assets	4,082		4,744
      Total current assets	324,824		288,678

      Non-current assets

      Property, plant and equipment	15,568		15,222
      Right-of-use assets	29,148		27,953
      Goodwill	2,923		3,943
      Intangible assets	4,039		4,223
      Investments accounted for using equity method	191		182
      Other financial assets	29,315		25,780
      Deferred tax assets	15,165		15,235
      Other non-current assets	125		166
      Total non-current assets	96,477		92,708
      Total assets	421,302		381,386

      (Millions of yen)

      As of March 31, 2025 As of June 30, 2025

      Liabilities

      Current liabilities

      Trade and other payables	30,690		23,979
      Contract liabilities	27,504		34,732
      Lease liabilities	6,061		5,912
      Other financial liabilities	732		3,449
      Income taxes payable	31,864		3,873
      Provisions	4,004		1,662
      Other current liabilities	18,317		8,726
      Total current liabilities	119,175		82,335
      Non-current liabilities Lease liabilities	23,158		21,992
      Other financial liabilities	-		44
      Retirement benefit liability	4,938		5,136
      Provisions	2,869		2,871
      Other non-current liabilities	1,346		1,340
      Total non-current liabilities	32,312		31,385
      Total liabilities	151,487		113,721
      Equity Share capital	12,952		12,952
      Capital surplus	3,642		3,642
      Retained earnings	242,900		241,153
      Treasury shares	(63)		(63)
      Other components of equity	1,741		1,462
      Total equity attributable to owners of parent	261,173		259,148
      Non-controlling interests	8,641		8,516
      Total equity	269,815		267,665
      Total liabilities and equity	421,302		381,386

   2. Condensed Quarterly Consolidated Statements of Profit or Loss and Condensed Quarterly Consolidated Statements of Comprehensive Income

      Condensed Quarterly Consolidated Statements of Profit or Loss

      Three months ended June 30, 2024 and 2025
      			(Millions of yen)
      	Three months ended		Three months ended
      	June 30, 2024		June 30, 2025
      Revenue	76,826		82,684
      Cost of sales	(58,098)		(61,697)
      Gross profit	18,728		20,987
      Selling, general and administrative expenses	(9,967)		(12,471)
      Share of profit (loss) of investments accounted for using equity method	(8)		(8)
      Other income	89		26
      Other expenses	(25)		(47)
      Operating profit	8,815		8,485
      Finance income	346		441
      Finance costs	(140)		(112)
      Profit before tax	9,021		8,814
      Income tax expense	(3,474)		(3,410)
      Profit	5,546		5,403
      Profit attributable to
      Owners of parent	5,381		5,111
      Non-controlling interests	165		292

      Earnings per share

      Basic earnings per share (yen) 29.41 27.93

      Condensed Quarterly Consolidated Statements of Comprehensive Income

      Three months ended June 30, 2024 and 2025

      (Millions of yen)

      Three months ended June 30, 2024

      Three months ended June 30, 2025

      Profit 5,546 5,403

      Other comprehensive income, net of tax effect Items that will not be reclassified to profit or loss

      Remeasurement of net defined benefit liability

      (asset)

      Net change in fair value of equity instruments designated as measured at fair value through other comprehensive income

      Total of items that will not be reclassified to profit or loss

      Items that may be reclassified to profit or loss

      0 4

      11,186 111

      11,187 115

      Exchange differences on translation of foreign operations	142		(397)
      Total of items that may be reclassified to profit or loss	142		(397)
      Total other comprehensive income, net of tax effect	11,329		(281)
      Comprehensive income	16,876		5,121
      Comprehensive income attributable to
      Owners of parent	16,706	4,836
      Non-controlling interests	169	285

   3. Condensed Quarterly Consolidated Statements of Changes in Equity

      Three months ended June 30, 2024 (April 1, 2024 to June 30, 2024)

      (Millions of yen)

      	Equity attributable to owners of parent
      	Share capital	Capital surplus	Retained earnings	Treasury shares	Other components of equity
      					Net change in fair value of equity instruments designated as measured at fair value through other comprehensive income	Remeasurement of net defined benefit liability (asset)
      Balance at beginning of period	12,952	9,953	174,625	(32)	38,611	-
      Profit	-	-	5,381	-	-	-
      Other comprehensive income	-	-	-	-	11,186	0
      Comprehensive income	-	-	5,381	-	11,186	0
      Dividends of surplus	-	-	(4,117)	-	-	-
      Purchase of treasury shares	-	-	-	(61)	-	-
      Transfer from other components of equity to retained earnings	-	-	1,588	-	(1,588)	(0)
      Change by business combination	-	(6,320)	-	-	-	-
      Total transactions with owners	-	(6,320)	(2,528)	(61)	(1,588)	(0)
      Balance at end of period	12,952	3,632	177,478	(94)	48,210	-

      	Equity attributable to owners of parent			Non-controlling interests	Total equity
      	Other components of equity		Total
      	Exchange differences on translation of foreign operations	Total
      Balance at beginning of period	719	39,330	236,829	7,954	244,783
      Profit	-	-	5,381	165	5,546
      Other comprehensive income	137	11,325	11,325	4	11,329
      Comprehensive income	137	11,325	16,706	169	16,876
      Dividends of surplus	-	-	(4,117)	(374)	(4,491)
      Purchase of treasury shares	-	-	(61)	-	(61)
      Transfer from other components of equity to retained earnings	-	(1,588)	-	-	-
      Change by business combination	-	-	(6,320)	-	(6,320)
      Total transactions with owners	-	(1,588)	(10,499)	(374)	(10,874)
      Balance at end of period	856	49,067	243,036	7,749	250,785

      Three months ended June 30, 2025 (April 1, 2025 to June 30, 2025)

      (Millions of yen)

      	Equity attributable to owners of parent
      	Share capital	Capital surplus	Retained earnings	Treasury shares	Other components of equity
      					Net change in fair value of equity instruments designated as measured at fair value through other comprehensive income	Remeasurement of net defined benefit liability (asset)
      Balance at beginning of period	12,952	3,642	242,900	(63)	568	-
      Profit	-	-	5,111	-	-	-
      Other comprehensive income	-	-	-	-	111	4
      Comprehensive income	-	-	5,111	-	111	4
      Dividends of surplus	-	-	(6,861)	-	-	-
      Purchase of treasury shares	-	-	-	-	-	-
      Transfer from other components of equity to retained earnings	-	-	4	-	-	(4)
      Total transactions with owners	-	-	(6,857)	-	-	(4)
      Balance at end of period	12,952	3,642	241,153	(63)	679	-

      	Equity attributable to owners of parent			Non-controlling interests	Total equity
      	Other components of equity		Total
      	Exchange differences on translation of foreign operations	Total
      Balance at beginning of period	1,173	1,741	261,173	8,641	269,815
      Profit	-	-	5,111	292	5,403
      Other comprehensive income	(390)	(274)	(274)	(6)	(281)
      Comprehensive income	(390)	(274)	4,836	285	5,121
      Dividends of surplus	-	-	(6,861)	(410)	(7,271)
      Purchase of treasury shares	-	-	-	-	-
      Transfer from other components of equity to retained earnings	-	(4)	-	-	-
      Total transactions with owners	-	(4)	(6,861)	(410)	(7,271)
      Balance at end of period	783	1,462	259,148	8,516	267,665

   4. Condensed Quarterly Consolidated Statements of Cash Flows

      			(Millions of yen)
      	Three months ended	Three months ended
      	June 30, 2024	June 30, 2025
      Cash flows from operating activities
      Profit before tax	9,021	8,814
      Depreciation and amortization	3,036	2,706
      Interest income	(108)	(361)
      Dividend income	(156)	(63)
      Interest expenses	58	49
      Share of loss (profit) of investments accounted for	8	8
      using equity method
      Decrease (increase) in trade and other receivables	21,916		21,594
      Decrease (increase) in contract assets	(3,835)		(6,815)
      Decrease (increase) in inventories	(6,651)		(6,142)
      Increase (decrease) in trade and other payables	10,273		2,053
      Increase (decrease) in bonus payable	(6,557)		(6,346)
      Increase (decrease) in consumption tax payable etc.	(2,032)		(152)
      Other	(227)		337
      Subtotal	24,747		15,682
      Interest received	106		354
      Dividends received	156		63
      Interest paid	(58)		(49)
      Payment of settlement	-		(5,000)
      Income taxes paid	(7,539)		(30,302)
      Net cash provided by (used in) operating activities	17,411		(19,251)

      Cash flows from investing activities

      Purchase of property, plant and equipment, and intangible assets

      (757) (814)

      Purchase of other financial assets (2,347) (385)

      Proceeds from sale and redemption of other financial assets	3,418		64
      Payments for acquisition of shares of affiliated
      companies resulting in change in scope of	-		(1,412)
      consolidation
      Proceeds from acquisition of shares of affiliated
      companies resulting in change in scope of	1,308		-
      consolidation Other	(17)		(77)
      Net cash provided by (used in) investing activities	1,605		(2,625)
      Cash flows from financing activities
      Repayments of lease liabilities	(1,986)		(1,713)
      Dividends paid	(4,117)		(6,861)
      Dividends paid to non-controlling interests	(374)		(410)
      Purchase of treasury shares	(61)		-
      Other	-		(2)
      Net cash provided by (used in) financing activities	(6,540)		(8,987)

      Effect of exchange rate changes on cash and cash equivalents

      107 (211)

      Net increase (decrease) in cash and cash equivalents	12,583		(31,075)
      Cash and cash equivalents at beginning of period	103,975		192,931
      Cash and cash equivalents at end of period	116,559		161,856

   5. Notes to Condensed Quarterly Consolidated Financial Statements

Going concern assumption

Not applicable.

Segment information, etc.

A reportable segment is a component of the Group for which discrete financial information is available, and which is subject to regular review by the Board of Directors to make decisions about the allocation of management resources and assess its performance.

The Company and its consolidated subsidiaries operate in a single business segment, which is the information services business. This segment provides comprehensive services such as information systems planning, software development, hardware and equipment selection, and system operation and maintenance. Consequently, no segmentation breakdown is available.

Thus, segment information is omitted.

Significant subsequent events Business combination by acquisition

The Company has entered into a share transfer agreement on April 23, 2025, pursuant to a resolution of the Board of Directors' meeting held on March 31, 2025, for the purpose of acquiring all of the issued shares of INFOCOM CORPORATION ("INFOCOM") and making it a subsidiary. In accordance with the agreement, the Company acquired all of the issued shares of INFOCOM on July 1, 2025, and INFOCOM became a consolidated subsidiary of the Company.

Prior to the share acquisition, and pursuant to the share transfer agreement, INFOCOM issued a dividend in kind to INFOCOM HOLDINGS CORPORATION (currently "Amutus Corporation") in the form of all the issued shares of Amutus Corporation (including its associates), which was a wholly-owned subsidiary of INFOCOM and operates the online business (provision of electronic comic distribution service "Mecha Comic") (hereinafter, the "advance restructuring"). In accordance with the advance restructuring, INFOCOM has operated solely in the IT services business since the date of the share acquisition.

1. Outline of the business combination

   1. Name of the acquired company and details of business

      Name of the acquired company : INFOCOM CORPORATION

      Provision of IT services, including planning, development,

      Details of business :

   2. Reasons for business combination

      operation, and management of information systems for companies, medical institutions, pharmaceutical companies, public institutions, etc.

      The Company has provided high-quality IT services ranging from consulting to development, construction, and operation to customers in a wide variety of industries, including process manufacturers such as NIPPON STEEL CORPORATION; customers in assembly manufacturing, distribution and services, finance, and telecommunications; and government agencies, by combining its extensive business expertise and advanced technical capabilities. Promoting in-house development and collaboration and co-creation with companies that possess competitive assets are essential to the launch and expansion of asset-driven businesses. The NSSOL 2030 Vision sets forth our goal of becoming a "Social Value Producer with Digital" that creates value on its own and takes the initiative

      in solving social and corporate issues. To achieve this goal, we are determined to expand our business fields and transform our business model.

      INFOCOM has extensive business expertise in IT services for customers including process manufacturers and trading companies, and provides system integration services to major corporations. As the original developer of GRANDIT, an ERP system for medium-sized companies, INFOCOM offers its own services and products that address social issues such as healthcare, crisis management, and business continuity planning (BCP), and is actively developing own assets and turning them into businesses.

      With the addition of INFOCOM to our Group, we believe we can further accelerate growth by making use of the strengths and know-how the two companies have accumulated so far and thereby complementing each other.

      Specifically, we will (1) strengthen service capabilities for customers of both companies and expand SI businesses in the process manufacturing field by combining the business expertise and technological capabilities of both companies in the same field; (2) expand our asset-driven business for medium-sized companies by leveraging the sales channels and development and implementation resources of our regional companies, with GRANDIT at the core; and (3) engage in cross-selling and joint development of services and products that address social issues, starting with healthcare. In addition, by sharing our human resource recruitment and development measures and research and development outcomes, we will strengthen INFOCOM's business foundation to further accelerate the aforementioned initiatives.

      Going forward, the Company and INFOCOM will work together to achieve the NSSOL 2030 Vision.

   3. Date of acquisition July 1, 2025

   4. Method used to obtain control of the acquiree Share acquisition with cash as consideration

   5. Percentage of voting equity interests 100%

2. Consideration for acquisition 55,088 million yen

3. Details and amount of major acquisition related costs Not yet determined.

4. Other

The fair value of the assets acquired and liabilities assumed at the date of the business combination, as well as goodwill, is not presented as it is currently being calculated.