Notice Concerning Share Consolidation, Abolishment of Number of Shares Constituting One Unit, and Partial Amendments to the Articles of Incorporation

Overview and Purpose of Share Consolidation

At the extraordinary general meeting of shareholders scheduled for May 15, 2026, the company plans to propose share consolidation (consolidating 1,290,250 shares into 1 share), abolition of the provision on the number of shares constituting one unit, and partial amendments to the articles of incorporation. Through this share consolidation, the number of outstanding shares will be significantly reduced from approximately 14,818,039 shares to 11 shares, and accordingly, the provision on the number of shares constituting one unit will be abolished. The share consolidation is part of the privatization aimed at having the tender offeror and Honda Motor Co., Ltd. own all shares of the company (excluding treasury stock and shares owned by Honda Motor Co., Ltd.), leading to delisting.

Delisting and Impact on Shareholders

The company's shares will be designated as securities subject to organized trading from May 15, 2026, to June 9, 2026, and are scheduled to be delisted from the Tokyo Stock Exchange Standard Market on June 10, 2026. After delisting, market trading will no longer be possible. For shareholders holding fractional shares resulting from the share consolidation, the company or the tender offeror will sell such fractional shares after obtaining approval from the court pursuant to the Companies Act, and will distribute the proceeds to the fractional shareholders. The payment amount is planned to be 3,024 yen per share (same as the tender offer price). The Board of Directors and the Special Committee have confirmed the fairness of this transaction and the protection of minority shareholders' interests and have resolved to recommend acceptance of the tender offer.