Notice Regarding Acquisition of Shares of Protean Electric Ltd. (Subsidiarization)

Overview of M&A

Exedy Corporation resolved at the Board of Directors meeting on February 20, 2026, to acquire shares of Protean Electric Ltd. and make it a wholly owned subsidiary. The number of shares to be acquired is 9,086,213, with an acquisition price of approximately 5,170 million yen (5,070 million yen for common stock, 100 million yen for advisory fees, etc.). Protean Electric Ltd. is a UK company engaged in the development, manufacturing, and sales of in-wheel motors, whose technology is recognized as a contributor to automotive electrification. Through this acquisition, both companies aim to advance technological integration and provide competitive products and services.

Impact on shareholders and future outlook

As a result of this acquisition, Exedy Corporation will make Protean Electric Ltd. a 100% subsidiary. Protean Electric Ltd. has been in a state of insolvency for several years, but this is expected to be resolved through debt waiver and debt-equity swaps by the BD AUTO AND ENERGY LTD. group. The impact on the consolidated performance for the fiscal year ending March 2026 is expected to be minor, and any need for earnings guidance revisions will be promptly disclosed.