Notice of Conclusion of Share Exchange Agreement for the Complete Subsidiarization of IC Corporation through Simplified Share Exchange

Overview of Complete Subsidiarization through Share Exchange

KDDI Corporation, following a board of directors resolution on April 20, 2026, has resolved to make IC Corporation a wholly owned subsidiary through a share exchange and concluded a share exchange agreement on the same date. IC Corporation specializes in the sales of information and communication devices and PC servers; complete subsidiarization aims to strengthen collaboration with KDDI Group’s corporate business and enhance sales capabilities. This share exchange will be conducted via a simplified share exchange procedure, under which KDDI Corporation does not require shareholder meeting approval, while IC Corporation will obtain approval at an extraordinary general meeting of shareholders on April 21, 2026.

Details of the Share Exchange and Future Outlook

The share exchange ratio is set at 217 shares of KDDI per one share of IC Corporation, using treasury stock held by KDDI Corporation. The treatment of fractional shares and cancellation of stock acquisition rights are also specifically stipulated. The impact of this share exchange on KDDI’s consolidated financial results is considered minimal. Should any material matters arise that require disclosure, they will be promptly announced.