January 28, 2026
Name of the company: Tsubakimoto Chain Co. Representative: Takatoshi Kimura
President and Representative Director (Code No.: 6371, Prime Market of the TSE)
Person to contact: Takeshi Tamura,
Manager, Corporate Planning Department (TEL: +81-6-6441-0054)
Notice of Purchase of Fractional Shares by the Company in connection with the Share Exchange Reorganization(Purchase of its own Shares pursuant to Article 234, Paragraphs 4 and 5 of the Companies Act)
Notice is hereby given that Tsubakimoto Chain Co. (the "Company"), at the Board of Directors' meeting held today, has resolved to purchase the fractional shares that would be delivered to the shareholders of the target company (Daido Kogyo) in the share exchange reorganization as described below pursuant to the provisions of Article 234, Paragraphs 4 and 5 of the Companies Act.
Description
Outline of the Purchase Transaction
The Company implemented a share exchange reorganization (the "Share Exchange") effective as of January 1, 2026, in which the Company will become the wholly-owning parent company of Daido Kogyo Co., Ltd. ("Daido Kogyo") will become the wholly-owned subsidiary of the Company.
With respect to the fractional share portion of the Company's common stock to be allocated to the shareholders of Daido Kogyo in the Share Exchange, the Company, at the Board of Directors' meeting held today, resolved to purchase such fractional share portion from the shareholders of Daido Kogyo, pursuant to the provisions of Article 234, Paragraphs 4 and 5 of the Companies Act, as follows.
2.
Terms of the Purchase Transaction
: Common stock of the Company
: 393shares
Class of shares to be purchased
Total number of fractional shares to be purchased
Total amount of cash to be delivered in exchange for the share purchase:
The total amount of cash is calculated by multiplying (i) the total number of fractional shares to be purchased (393) by (ii) the closing price of the Company's common stock at the Tokyo Stock Exchange on the purchase date (January 28, 2026).
(If there is no trading on that date, the price of the first trade conducted on the Tokyo Stock Exchange thereafter.)
Purchase date : January 28, 2026
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