Notice Concerning Transfer of Assets and Restructure of Production Structure in the U.S. Business, and the Recognition of Related Gains and Impairment Losses

April 21, 2026

Company name Sapporo Holdings Limited Representative Hiroshi Tokimatsu

President and Representative Director Securities code 2501

Listed on Tokyo Stock Exchange (Prime Market);

Sapporo Securities Exchange

Inquiries Yosuke Nakamura

Director of Corporate Planning Department Tel: +81-3-5423-7407

Notice Concerning Transfer of Assets and Restructure of Production Structure in the U.S. Business, and the Recognition of Related Gains and Impairment Losses

Sapporo Holdings Limited (the "Company") hereby announces that the Company, at its Board of Directors meeting held today, resolved to transfer intellectual property rights in the Stone brand held by the Company's consolidated subsidiary Stone Brewing Co., LLC ("Stone Brewing") and assets, etc. related to Stone Brewing's hospitality business, and to restructure the production structure in the Company's U.S. business. Details are described below.

In connection with this matter, we expect to recognize gains on the transfer of assets, while also recording impairment losses and related expenses, and hereby provide notice thereof.

1. Reasons for the Asset Transfer and restructure of Production Structure

   The Company is intensifying its efforts to expand internationally, having positioned North America as an important growth market within its overseas operations. As disclosed previously, one of the Company's basic policies is to expand its U.S. business with a focus on further growth of the Sapporo brand. In information disclosed on June 24, 2022, the Company announced that it had resolved to acquire a membership interest in the U.S. craft beer company Stone Brewing, and that it would seek to accelerate the growth of the Sapporo brand in the U.S. market and expand its North American operations by leveraging Stone Brewing's two production bases, one each in the Eastern and Western U.S.

   Thereafter, however, total demand across the entire U.S. beer market trended downward, reflecting developments such as higher prices due to inflation and diversification of consumer preferences. This declining demand was compounded by factors including increasing competition and higher costs, making the operating environment increasingly challenging. Despite these conditions, however, the Sapporo brand's sales have continued to grow robustly in the U.S. market.

   The Company eventually decided that it could facilitate sustained growth and improved profitability in its U.S. business by concentrating resources on this beer business centered on the Sapporo brand to further accelerate the brand's growth. Since then, the Company has taken steps to restructure the business structure and allocation of resources in its U.S. business.

   In line with this policy, the Company has now decided to transfer to third parties the intellectual property rights in the Stone brand held by Stone Brewing and hospitality business assets related to the Stone brand (Bistro, Tap Room, etc.).

   Furthermore, in line with its policy of further concentrating resources on the beer business centered on the Sapporo brand, the Company has decided, following discussions regarding optimization of the production structure in its U.S. business, to position the Richmond plant in the Eastern U.S. (the "RVA plant") as the core production base for Sapporo brand products and consolidate all U.S. production within that plant. In conjunction with this, the Escondido plant (the "ESCO plant") in the Western U.S. will cease manufacturing beer relating to the Sapporo and Stone brands, aiming to do so by the end of 2026.

   By undertaking this consolidation, the Company seeks to enhance production efficiency and reduce fixed manufacturing costs, thereby improving profitability in its U.S. business. Assets relating to the ESCO plant such as manufacturing equipment and building services equipment will be reassessed in light of their prospects for future use and other factors.

   The Company has determined that these measures will serve to concentrate its resources and ensure that its U.S. business is run efficiently, contributing to enhanced corporate value over the medium- to long term.

2. Outline of Stone Brewing

   (1) Name	Stone Brewing Co., LLC
   (2) Location	1999 Citracado Parkway, Escondido, CA 92029 USA
   Job title and name of (3) representative	CEO: Zachary Keeling
   (4) Business	Manufacture and sale of beer and beer-type beverages, etc.
   (5) Capital stock	180,682 thousand U.S. dollars (as of December 31, 2025)

3. Assets to Be Transferred

   Category	Asset details	Gain on transfer
   Property, plant and equipment	Assets related to hospitality business (Bistro, Tap Room, etc.)	Approx. 23 million U.S. dollars
   Intangible assets	Trademark rights, know-how, etc. related to the Stone brand

   Notes:

   1. The carrying amount and transfer price are not disclosed for reasons of confidentiality.

   2. The gain on transfer is an approximate amount obtained by deducting the carrying amount and estimated amounts of expenses, etc. related to the transfer from the transfer price.

4. Outline of the Transferees

   (1) Name	Firestone Walker, Inc. (Representative company) and another consolidated U.S. subsidiary of its parent company, Duvel Moortgat NV
   (2) Location	1400 Ramada Dr., Paso Robles, CA 93446 USA (Representative company)
   Job title and name of (3) representative	CEO: Nick Firestone (Representative company)
   (4) Business	Manufacture and sale of beer and beer-type beverages, etc. (Representative company)
   Relationship between the (5) Company and said company	Capital relationship	Not applicable
   	Personnel relationship	Not applicable
   	Business relationship	Not applicable
   	Applicability of related party	Not applicable

   Note:

   3. The Company's counterparties in the asset transfer agreement are the above Representative company and another consolidated U.S. subsidiary of its parent company, Duvel Moortgat NV.

5. Schedule

   (1) Date of Board of Directors' resolution	April 21, 2026
   (2) Date of execution of agreement	April 21, 2026
   (3) Effective date of asset transfer	May 2026 (scheduled)

6. Future Outlook

In connection with this transfer of assets and restructure of the production structure, the Company expects to recognize a gain on transfer of approximately 23 million U.S. dollars (approximately 3.6 billion yen at an exchange rate of 1 U.S. dollar = 157 yen), and post impairment losses and related expenses of approximately 80 million U.S. dollars (approximately 12.6 billion yen at the aforementioned exchange rate) due mainly to a write-down of the carrying amount of assets relating to the ESCO plant such as manufacturing equipment and building services equipment to their recoverable amount, for the six months ending June 30, 2026.

The impact of this transfer of assets and restructure of production structure on the Company's consolidated earnings forecast for the year ending December 31, 2026 is expected to be negligible, as certain structural reform costs were already factored into the forecast.

Announcements will be made promptly if any matters that need to be disclosed arise in the future.

Note: Throughout this document, the following abbreviations and terms are used: ESCO plant: Escondido plant

RVA plant: Richmond plant

Sapporo brand: Flagship product is Sapporo Premium Beer (SPB)

≫ Despite declining demand in the U.S. beer market, sales of the Sapporo brand (SPB) have continued to grow robustly.

≫ The Company decided to facilitate sustained growth and improved profitability in the U.S. business by transferring the intellectual property rights and hospitality business assets related to the Stone brand and concentrating resources on the Sapporo brand.

Current

U.S. business

Background/ circumstances leading to decision