February 29, 2024
Company name: Meiko Network Japan Co., Ltd.
Representative: Kazuhito Yamashita, President &Representative Director
Stock code:

4668 (TSE Prime)

Contact:

Kouyuki Sakamoto, Senior Executive
Officer, General Manager of Corporate
Planning Department
Tel. +81-3-5860-2111

Notice Concerning Acquisition of Shares of RUNWELLNESS CO., LTD. (to Make It a Subsidiary)

Meiko Network Japan Co., Ltd. (the “Company”) hereby announces that it has resolved, at the meeting of theBoard of Directors held on February 28, 2024, to acquire shares of RUNWELLNESS CO., LTD. and make it asubsidiary of the Company.

1.

Reason for acquisition of shares

The Company has two Management Philosophy: "We aim to nurture human resources through our contribution toeducational and cultural programs" and "We help achieve goals through our development and diffusion of
franchise know-how" and Educational Philosophy: "To nurture creative, independently minded human resources
for 21st century society through an individual tutoring service that promotes self-motivated learning".
And since our founding, the Company has cherished these principles and has worked to expand directly operated
and franchise system nationwide "Meiko Gijuku", an individual tutoring cram school based on "self-motivatedlearning" and "individual tutoring". While inheriting this "founding spirit", we will respond to rapid changes inthe social environment and create a business to provide valuable services that anticipate the needs of the times,
starting from the Company's Purpose: "Create a memory of "You Can if You Think You Can"". And we aim togrow into a "corporate group that extracts the potential in people".
On the other hand, RUNWELLNESS CO., LTD was established in October 2015 as a subsidiary of RUNSYSTEM
CO., LTD. Based on the RUNSYSTEM Group's management philosophy of "Enriching people, Enrichingcommunities, and Enriching society," RUNWELLNESS Co., LTD. currently operates 13 "Happy Kids Space
Mint" after-school day care services and child development support facilities in Kanagawa, Saitama, and Tokyo.
By combining the start-up and operation know-how of the child development support business ofRUNWELLNESS CO., LTD. with the assets and know-how that we have accumulated through directly operatingand franchising Meiko Gijuku private tutoring cram schools and promoting the after-school childcare business,
we believe that we can further grow our business and provide value to our customers.
In addition, the percentage of elementary and junior high school students in regular classes who show significant
difficulties in learning or behavior is on the increase. Under these circumstances, support is required according to
the characteristics of each individual student.

In this context, the Company which has been developing "Meiko Gijuku", are entering the "child development
support business" in order to address this social issue and put our Vision of "Bright Light for the Future; we willrealize a bright future by becoming a corporate group that extracts the potential in people" into practice by working
closely with each individual student.

2.

Overview of the subsidiary (RUNWELLNESS CO., LTD.) subject to change

(1)

Name

RUNWELLNESS CO., LTD.

(2)

Location

3-1-50, Tsuzukiku Kitayamata, Yokohama City, Kanagawa, Japan(3)

Job title and name ofrepresentative

Hideo OMODAKA, Representative Director(4)

Description of businessChild development support business(5)

Share capital

10,000,000 yen(6)

Date of establishment

October 16, 2015

Major shareholders and(7)RUNSYSTEM CO., LTD. 100%
shareholding ratios

(8)

(9)

Relationship between the

Capital relationship

Not applicable.

listed company and said

Personnel relationship

Not applicable.

company

Business relationship

Not applicable.

Operating results and financial positions of said company for the last three years
Fiscal year ended

June 30, 2021

June 30, 2022

March 31, 2023*

Net assets(38,230,000) yen

4,004,000 yen

24,216,000 yen

Total assets

178,876,000 yen

175,433,000 yen

198,774,000 yen(38,230) yen4,004 yen

24,216 yen

442,865,000 yen

470,541,000 yen

381,436,000 yen

Operating profit

57,577,000 yen

61,501,000 yen

42,149,000 yen

Ordinary profit

52,329,000 yen

52,329,000 yen

29,059,000 yen

Net income

61,811,000 yen

42,235,000 yen

20,212,000 yen

61,811 yen

42,235 yen

20,212 yen

Net assets per share
Net sales

Net income per share*The fiscal year ended March 31, 2023 is a nine-month period from July 1, 2022 to March 31, 2023 due to achange in the fiscal year-end.

3.

Overview of the counterparty to the share acquisition (As of March 31, 2023)

(1)

Name

RUNSYSTEM CO., LTD.

(2)

Location

4-27-38, Sayamadai, Sayama City, Saitama, Japan

(3)
(4)

Job title and name ofrepresentative
Description of business

Daisuke HIDAKA, President and Representative Director
Entertainment business, Systems business, Real estate business(5)Share capital

100 million yen(6)Date of establishment

December 21, 1988

(7)

Net assets

76 million yen(8)

Total assets

3,420 million yen

Major shareholders and(9)ownership ratios

(10)

4.
(1)

(2)

(3)

AOKI Holdings Inc.

57.17%

Capital relationship

Not applicable.

Relationship between thePersonnel relationship

Not applicable.

Company and said company

Business relationship

Not applicable.

Related party relationship

Not applicable.

Number of shares to be acquired, acquisition costs, and shareholding before and after the acquisition
Number of shares held before

0 shares (Number of voting rights: 0 units)

the change(Ratio of voting rights held: 0 %)Number of shares to be

1,000 sharesacquired(Number of voting rights: 1,000 units)

Acquisition costs

Common shares of RUNWELLNESS CO., LTD.

380 million yen

Other advisory and other fees will be incurred.
(4)

5.
(1)

Number of shares held after

1,000 shares (Number of voting rights: 1,000 units)

the change(Ratio of voting rights held: 100%)

Timetable
Date of resolution at the meeting of theBoard of Directors

February 28, 2024

(2)

Date of conclusion of the agreement

February 29, 2024

(3)

Date of commencement of share transfer

March 25, 2024 (scheduled)6.

Future outlook

The impact of this matter on the Company's consolidated financial results is expected to be minimal. However,
the Company will promptly notify any matters that should be disclosed in the future.