2025
July 31, 2025
MINEBEA MITSUMI Inc.
(Change of Disclosure Matters) Announcement of Acquisition of All Shares of the Newly Established Company by TSUBAKI NAKASHIMA CO., LTD.
MinebeaMitsumi Inc. (the "Company") is announcing changes to information previously disclosed in its February 9, 2024, "Announcement of Acquisition of All Shares of the Newly Established Company by TSUBAKI NAKASHIMA CO., LTD.", its September 19, 2024, "(Change of Disclosure Matters) Announcement of Change in 'Announcement of Acquisition of All Shares of the Newly Established Company by TSUBAKI NAKASHIMA CO., LTD.'", and their November 11, 2024, "(Change of Disclosure Matters) Notice Regarding the Quality Data Falsification in the Ball Screws and Ball Ways Business Operated by TSUBAKI NAKASHIMA CO., LTD."
1. Reason for the Change
As previously announced in our February 9, 2024, press release, the Company planned to acquire the ball screws and ball ways manufacturing and sales business (the "Business") operated by TSUBAKI NAKASHIMA CO., LTD. ("TSUBAKI NAKASHIMA"). Our September 19, 2024, release then announced a change in the method of company split: TSUBAKI NAKASHIMA would transfer the Business to its wholly-owned new company via an absorption-type company split, rather than an incorporation-type company split.
Furthermore, in our November 11, 2024, release, we reported the discovery of quality data falsification (the "Quality Falsification") concerning some figures in the ball screw quality inspections within the Business. We also stated that TSUBAKI NAKASHIMA had established a special investigation committee comprising external experts to investigate the details of this Quality Falsification (the "Investigation"). At that time, we announced that the Company would carefully examine various factors, including the results of the Investigation, the causes of the Quality Falsification, recurrence prevention measures, the possibility of similar incidents, and the impact of the Quality Falsification on the Business. This thorough review was to determine the feasibility of acquiring the Business, and if feasible, to decide on the terms and implementation date of the acquisition.
Now, having thoroughly reviewed the results of the Investigation, including the causes of the Quality Falsification, recurrence prevention measures, the possibility of similar incidents, and the impact of the Quality Falsification on the Business, and based on these findings, the Company has reached an agreement with TSUBAKI NAKASHIMA regarding the share transfer execution date. Accordingly, we entered into a memorandum of understanding concerning the share purchase agreement on July 31, 2025, as detailed below.
2. Details of Change (underlined sections indicate changes)
(Before Change)
5. Schedule
| (1) Execution date of the Share Purchase Agreement | February 9, 2024 |
|---|---|
| (2) Establishment date of the new company | October 4, 2024 |
| (3) Implementation date of the Acquisition of Shares | December 10, 2024 (planned) |
(After Change)
5. Schedule
| (1) Execution date of the Share Purchase Agreement | February 9, 2024 |
|---|---|
| (2) Establishment date of the new company | October 4, 2024 |
| (3) Implementation date of the Acquisition of Shares | October 3, 2025 (planned) |
3. Future Outlook
We anticipate that this share acquisition will have a minimal impact on the Company's consolidated business performance for the fiscal year ending March 2026. Should any matters requiring disclosure arise in the future, we will promptly disclose them as soon as they become known.
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| Company Name: | MINEBEA MITSUMI Inc. |
|---|---|
| Representative: | Yoshihisa Kainuma Representative Director, Chairman CEO (Code No. 6479 TSE Prime Market) |
| Contact: | Yasuo Komine General Manager, Corporate Communications and Investor Relations Office |
| Phone: | +81-(0)3-6758-6703 |
Product information, contact and other context are subject to change without prior notice.
