Source disclosure: January 21, 2026

POVAL KOGYO CO.,LTD. [4247.T]

TOKYO — Poval Kogyo Co., Ltd. announced on January 21, 2026, that it has resolved to absorb its wholly-owned subsidiary, Nichiniseki Seisakusho Co., Ltd., effective April 1, 2026. The merger is part of an ongoing effort by Poval Kogyo to streamline operations and optimize resource utilization.

The decision was made during a board meeting held on January 21, 2026. This simplified merger will not require shareholder approval as it involves a wholly-owned subsidiary under both the Company Law's Article 796, Paragraph 2 for the surviving company and Article 784, Paragraph 1 for the disappearing company. As such, certain disclosure requirements have been partially omitted due to the nature of this type of merger.

Nichiniseki Seisakusho, established in February 1967, specializes in manufacturing and selling rotary heat exchangers and conveying equipment. With this merger, Poval Kogyo aims to enhance operational efficiency and effectively utilize its resources. No new shares will be issued nor any monetary compensation provided as part of this transaction, given that it pertains to a wholly-owned subsidiary.

Poval Kogyo, founded in November 1964, operates from Naka-mura Ward in Nagoya City and engages in comprehensive adhesive and resin processing products including belt-related items and grinding machinery. It currently holds all shares of Nichiniseki Seisakusho, which has a capital stock of ¥10 million compared to Poval Kogyo’s ¥179.6 million. Financially, Poval Kogyo reported a consolidated net income of ¥80.5 million for the fiscal year ending March 2025, while Nichiniseki Seisakusho posted a loss of ¥7.924 million over the same period.

Following the merger, Poval Kogyo will continue to operate under its current name, business scope, headquarters location, leadership structure, and financial reporting cycle without any changes. The impact on Poval Kogyo's consolidated earnings is expected to be minimal due to the nature of the merger involving a wholly-owned subsidiary.

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