Notice Regarding Issuance of Euro-Yen Convertible Bonds with Acquisition Clause Maturing in 2033

Overview of Capital Policy and Fundraising

This press release indicates that Kobe Bussan Co., Ltd. will issue convertible bonds with warrants while simultaneously conducting a share buyback. The share buyback has an upper limit of 40,000 million yen, with 10,000 million yen of cash on hand to be applied and the remaining approx. 30,000 million yen to be covered by issuance of bonds with warrants. The uses of funds are assumed to be acquisition of shares of target companies (approx. 30,000 million yen) and share buybacks (approx. 30,000 million yen) by October 31, 2026. The terms are designed to suppress dilution, aiming to improve EPS and ROE.

Impact on Investors and Future Outlook

The bonds with warrants include conversion restriction clauses and automatic exercise / lump-sum acquisition clauses to limit dilution. Combined with a share buyback via ToSTNeT-3, the company aims to strengthen shareholder returns and improve capital efficiency. Through acquisitions and partnerships with the target companies, Kobe Bussan Co., Ltd. will pursue its long-term vision of becoming an integrated food company, strengthening private brand production capacity and expanding globally.