Nippon Piston Ring : (Reference) Conclusion of Final Agreement Regarding the Consolidation through Establishment of a Joint Holding Company

Conclusion of Final Agreement

Regarding the Consolidation

through Establishment of

a Joint Holding Company

May 23,2023

Riken Corporation	Nippon Piston Ring Co., Ltd.
President and Representative Director,	President and Representative Director
CEO & COO

Yasunori Maekawa

Teruo Takahashi

Riken Corporation (RIKEN) and Nippon Piston Ring Co., Ltd. (NPR) will consolidate our operations to contribute to the achievement of a sustainable society. *

The Consolidation is planned to come into force on October 2, 2023, subject to approval at each company's Ordinary General Meeting of Shareholders to be held on June 23, 2023.

Conclusion of Final Contract Regarding the Consolidation

2

I.

II.

III.

Contents

Consolidation Scheme, etc. Purposes of the Consolidation Synergies through the Consolidation

Conclusion of Final Contract Regarding the Consolidation

3

I. Consolidation

Scheme, etc.

4

I. Consolidation Scheme, etc.

Summary of the Consolidation

NPR-RIKEN CORPORATION, a joint holding company, is

formed by means of mutual stock transfer

Current status

Riken	NPR
Share	Share
holders	holders

After the Consolidation

Current RIKEN	Current NPR
Shareholders	Shareholders

NPR-RIKEN

CORPORATION

100%100%

▼Assumed schedule (planned) June 23, 2023	From October 2, 2023 (scheduled)
September 28,	October 02, 2023
May 23, 2023 (today)	(scheduled)	2023 (scheduled)	(scheduled)
Conclusion of final	Ordinary General		• Effective date of the
Agreement regarding	Shareholders' Meeting	Tokyo Stock
share transfer
the Consolidation and	(Resolution to approve	Exchange (TSE)
• The joint holding
preparation of the	proposals regarding the	delisting date
company shares listing
stock transfer plan	Consolidation)
	date

Conclusion of Final Contract Regarding the Consolidation

5