Notice Regarding Acquisition of Shares (Subsidiarization) of RGF Talent Solutions Co., Ltd. and RGF International Recruitment Holdings Limited

Overview of the M&A

Fullcast Holdings Co., Ltd. resolved at the Board of Directors meeting held on January 22, 2026, to acquire all shares of RGF Talent Solutions Co., Ltd. and RGF International Recruitment Holdings Limited and make them subsidiaries. The acquisition price is approximately JPY 1,207 million (share value of JPY 1,200 million plus advisory fees and others totaling JPY 7 million). The share transfer is planned to be executed on April 1, 2026. The target companies operate global recruitment businesses across various Asian countries, holding a strong brand especially in executive and middle management professional segments.

Strategic Significance and Future Outlook

This share acquisition is a key strategic measure to address domestic labor shortages and establish the full-time employee recruitment business as a second pillar. By acquiring the expertise of the target companies in the global high-class segment and their business foundation throughout Asia, Fullcast Holdings will diversify its business portfolio and strengthen its revenue base. Going forward, while respecting the independence of the target companies, we will support their growth by leveraging the Group's management resources. The impact on the earnings guidance for the fiscal year ending December 2026 will be disclosed in the financial summary scheduled for publication in February 2026.