Notice on Request to Provide Information on Large-Scale Purchases of Share Certificates, Etc.(214 KB)

January 23, 2026

Company name: TOHO HOLDINGS CO., LTD. Representative: Hiromi Edahiro, Representative

Director, President and CEO (Securities Code: 8129 (TSE Prime Market))

Inquiries: Makoto Kawamura

Executive Corporate Officer and General Manager, Corporate Strategy Division

Phone: +81-03-6838-2803

The Company has introduced the response policy regarding large-scale purchase of its share certificates, etc. (the "Response Policy") on October 31, 2025, and as disclosed in the Notice of Receipt of a Large-Scale Purchase Explanation Related to Large-Scale Purchases of Share Certificates, Etc. dated January 16, 2026, the Company received from 3D Investment Partners Pte. Ltd. ("3D") on that date a written explanation on a large-scale purchase of share certificates, etc. (the "Explanation"). Accordingly, the Company hereby announces that today it requested 3D, in accordance with the Response Policy, to provide information necessary for the shareholders to determine whether to accept the large-scale purchase described in the Explanation (the "Large-Scale Purchase") and for the Board of Directors of the Company to evaluate and consider the Large-Scale Purchase.

The details of the information requested are set forth in the Appendix hereto; and after considering the information to be provided by 3D in response to that request, if the Board of Directors of the Company reasonably judges that that information is insufficient for the shareholders to make a determination in light of factors such as the content and manner of the Large-Scale Purchase, the Company may request 3D to provide additional necessary information.

-End-

January 23, 2026

To: 3D Investment Partners Pte. Ltd.

TOHO HOLDINGS CO., LTD.

The Company received a written explanation of a large-scale purchase dated January 16, 2026 (the "Explanation") from 3D Investment Partners Pte. Ltd. ("3D") and accordingly requests 3D, Citco Trustees (UT) Limited ("CTL"), to which 3D provides discretionary investment management services, and CITCO TRUSTEES (UT) LIMITED AS TRUSTEE OF 3D ENDEAVOR MATER FUND - II (the "Acquirer"),

whose trustee is CTL, (3D, CTL, and the Acquirer, collectively, the "3D Group" or the "Large-Scale Purchaser") to provide the necessary information as described in the attached appendix, in accordance with the response policy regarding large-scale purchase of its share certificates, etc. introduced by the Company on October 31, 2025. In this Request, the acquisition of the Company's shares by the Large-Scale Purchaser described in the Explanation is referred to as the "Large-Scale Purchase," and terms not otherwise defined in this Request have the definitions set out in the Notice of the Introduction of a Policy Against Large-Scale Purchases of Share Certificates, etc. of TOHO HOLDINGS CO., LTD. in Response to the Large-Scale Purchase, etc. of its Shares by 3D Investment Partners Pte. Ltd. announced by the Company on October 31, 2025.

Appendix

1. Details of the Large-Scale Purchaser and its Group

   1. Please provide the following information regarding each member of the 3D Group.

      1. Governing law of incorporation

      2. Description of businesses actually conducted

      3. Names and career histories of officers

      4. Number of employees

      5. Remaining term

      6. Investment policy (including policy on holding shares and other securities, exit method, whether there are prospective buyers if the exit strategy is sale to a third party and selection criteria for such prospective buyers, investment period)

      7. Investment and financing activities over the past ten years

      8. Status of financial results over the past three years (balance sheets, profit and loss statements, etc.)

      9. Capital structure (including investment ratios and capital relationship diagram, and if there is a major investor or entity that substantially controls the Large-Scale Purchaser, an overview of that investor or entity (including its name, address or location of its head office, law governing its incorporation, investment ratio in relation to the Large-Scale Purchaser, investees and ratio of investment in investees, details of its investment policy, details of its investment and financing activities over the past ten years, and if a major investor is a corporation or fund, the name of its representative, capital structure, details of its business, and its financial condition))

      10. Capital and investment relationships, business relationships, and personnel relationships with any specified shareholder group of the Large-Scale Purchaser (the "Specified Shareholder Group") other than the Large-Scale Purchaser

      11. Whether it constitutes a "foreign investor" as prescribed in Article 26, paragraph (1) of the Foreign Exchange and Foreign Trade Act and information that is a basis for that determination

      12. Whether it has violated any laws or regulations (meaning Japanese and foreign laws, cabinet orders, rules, orders, public notices, notices, ordinances, policies, circular notices, administrative guidance, guidelines, regulations of a financial instruments exchange, or other

          regulations) in the past and details thereof

   2. Please provide the following information regarding the Specified Shareholder Group excluding the Large-Scale Purchaser.

      1. Governing law of incorporation

      2. Description of businesses actually conducted

      3. Names and career histories of officers

      4. Number of employees

      5. Remaining term

      6. Investment policy (including policy on holding shares and other securities, exit method, whether there are prospective buyers if the exit strategy is sale to a third party and selection criteria for such prospective buyers, holding period)

      7. Investment and financing activities over the past ten years

      8. Status of financial results over the past three years (balance sheets, profit and loss statements, etc.)

      9. Capital structure (including investment ratios and capital relationship diagram, and if there is a major investor or entity that substantially controls the Large-Scale Purchaser, an overview of that investor or entity (including its name, address or location of its head office, law governing its incorporation, investment ratio in relation to the Large-Scale Purchaser, investees and ratio of investment in investees, details of its investment policy, its investment and financing activities over the past ten years, and if a major investor is a corporation or fund, the name of its representative, capital structure, details of its business, and its financial condition))

      10. Whether it constitutes a "foreign investor" as prescribed in Article 26, paragraph (1) of the Foreign Exchange and Foreign Trade Act and information that is a basis for that determination

      11. Whether it has violated any laws or regulations (meaning Japanese and foreign laws, cabinet orders, rules, orders, public notices, notices, ordinances, policies, circular notices, administrative guidance, guidelines, regulations of a financial instruments exchange, or other regulations) in the past and details thereof

   3. Please provide specific information on the purpose of holding and the future holding policy for the share certificates, etc. of the Company already held by the Specified Shareholder Group and/or the

      share certificates, etc. of the Company to be acquired through the Large-Scale Purchase. In addition, if the disposition of those share certificates, etc. of the Company is possible, please provide information about the currently anticipated purpose, timing, transaction conditions (based on the statement in the Explanation that "the Company's shares might be disposed of if the price of the Company's shares is evaluated as properly reflecting the intrinsic value of the Company," please provide specific information on what events will occur or what conditions will be satisfied that would lead you to anticipate that you will dispose of the shares of the Company, and those transaction conditions include the expected disposition price), number of shares, counterparty (including whether it is possible to have the Company, a major shareholder or the management of the Company, or third parties such as operating companies, funds, securities companies, etc. acquire those shares), and method of that disposition.

   4. Please provide information on whether any person other than the Specified Shareholder Group is involved in decision-making with respect to the policy of holding the Company's shares, and if there is any such person, that person's specific name, overview, role, and an overview of its decision-making body (its name and specific authorities and decision-making procedures).

   5. Please individually provide an overview (including the name, address, law governing incorporation, capital structure, investees, investment ratios in investees, and the name and career history of its representative), the details of the investment policy and details of the investment activities over the past ten years of each fund effectively controlled or managed by the Specified Shareholder Group or the 3D Group and the partners or investors of those funds (whether direct or indirect), partners who execute the business of those funds, and any persons that continuously provide investment advice to those funds.

   6. Please individually provide the following information for each company regarding the past investment activities of the 3D Group (for 3D, this includes investment advisory activities).

      1. Names of specific investees (limited to those with a shareholding ratio of 3% or more)

      2. Purpose and reasons for making investments in the above investees

      3. Details of investment activities for each of the above investees (including the contents and results of proposals by the Specified Shareholder Group to each investee, content of participation in management after investment, the investment ratios of the Specified Shareholder Group in each investee, and the positions of the Specified Shareholder Group at each investee)

      4. Process for selecting each of the above investees and reasons for those selections