(Translation)
August 2, 2024
To whom it may concern:
Company Name
Coca-Cola Bottlers Japan Holdings Inc.
Name ofRepresentative Director and Calin Dragan
RepresentativePresident(Code number: 2579 TSE Prime Market)
Contact:

Executive Officer and CLO

Tomokazu Usagawa(Tel.0800-919-0509)
Agreed to Partnership with thinkrun and Genpact on Beverage-related
Sales Equipment Business Service such as Installation, Maintenance, Repair, and
QC (Quality Control) of Beverage-related Sales Equipment(Establishment of Subsidiaries, Company Splits and Share Transfers/Joint Ventures, etc.)
Coca-Cola Bottlers Japan Holdings Inc. (the “Company”) hereby announces that it resolved at its boardof directors held today to make EQ Operation Preparation Company (tentative name; “EQ OperationCompany”) to be newly established by Coca-Cola Bottlers Japan Inc, a consolidated subsidiary of theCompany (“CCBJI”) a joint venture with thinkrun Holdings Co, Ltd. (Kanazawa City, Ishikawa
Prefecture; Representative Director and President, COO Daisuke Tsuruga, “thinkrun HD”) by
transferring a majority of the shares held by CCBJI in EQ Operation Company to thinkrun HD aftercausing EQ Operation Company to succeed to functions of field service operations in the business suchas installation, maintenance, repair, and QC (quality control) (the “Business”) of sales equipment(vending machines, dispensers, etc.) of CCBJI and Coca-Cola Bottlers Japan Business Service Inc., aconsolidated subsidiary of the Company (“CCBJBS”), through a company split (simplified absorptiontype company split) with an effective date of January 6, 2025 (scheduled). Additionally, the Company
resolved at its board of directors held today to transfer all of the shares held by CCBJI in EQ Admin
Preparation Company (tentative name; “EQ Admin Company”) to be newly established by CCBJI toGenpact Japan K.K. (Chiyoda-ku, Tokyo; Representative Director and President Allen Fukada,“Genpact”) after causing EQ Admin Company to succeed to functions of planning and management
services in the Business (with some exceptions) (the series of transactions hereinafter referred tocollectively as this “Transaction”) through a company split (simplified absorption-type company split)with an effective date of January 6, 2025 (scheduled). Following these resolutions, a director’s decisionon this Transaction was taken at the CCBJI.
Please note that as this matter does not fall under the timely disclosure standards of the Tokyo Stock
Exchange, some disclosure items and details have been omitted.
1. Purpose of this Transaction
Under its strategic business plan “Vision 2028” announced in August 2023, the Company aims forfurther profitable growth through establishment of a cost structure that is resilient to change. TheCompany has decided to restructure the Business by partnering with thinkrun which has been involved
in beverage logistics and sales equipment installation, repair, etc. of the Coca-Cola system in Japan forover 50 years and Genpact which is a global professional services and solutions firm. The aim of thisTransaction is for three companies to work together to deliver high-quality and competitive services,enhancing the processes and operations of the Business.
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Accordingly, CCBJI and CCBJBS will cause EQ Operation Company to succeed to the functions of
the field service operations in the Business and CCBJI will delegate such service to EQ Operation
Company. In addition, CCBJI and CCBJBS will cause EQ Admin Company to succeed to the functionsof planning and management services in the Business (with some exceptions) and EQ Operation
Company will delegate the planning and management services in the Business to EQ Admin Company.
CCBJI will continue to be responsible for investment and deployment planning related to sales
equipment, technical quality development, equipment selection, asset management, and contract
management with customers.
As a result, the Company group will endeavor to realize efficient and high-quality operations in thebusiness processes such as installation, maintenance, repair, and QC (quality control) of the sales
equipment in the Business, leading to reinforcement of the business foundation with excellent costefficiency and profitability.
2. Outline of this Transaction(1) Schedule of this Transaction
Date of resolution by the Company’s board of directorsi)
CCBJI’s director decision (share transfer agreement,approval of joint venture agreement)ii)
Execution of share transfer agreement
Date of foundation of EQ Operation Company and EQiii)
Admin Company
Director decision of CCBJI and CCBJBS (approval of theiv)
absorption-type company split agreement)
Date of resolution at general shareholders’ meeting of EQv)
Operation Company and EQ Admin Company (approval ofshare transfer)
Date of company split (effective date) and share transfervi)(EQ Operation Company being made into a joint venture)

August 2, 2024
August 2, 2024
September 2, 2024
(scheduled)
October 25, 2024
(scheduled)
December 12, 2024
(scheduled)
January 6, 2025
(scheduled)(2) Method of this Transaction (Company Split)
Absorption-type company split with CCBJI and CCBJBS asi)
EQ Operation Company split companies and EQ Operation Company as successor
company
Absorption-type company split with CCBJI and CCBJBS asii)
EQ Admin Companysplit companies and EQ Admin Company as successor
Company* The company split at CCBJI and CCBJBS as split companies will be conducted without theapproval of the general shareholders’ meeting as this is a simplified company split as stipulatedin Article 784, Paragraph 2 of the Companies Act.
(3) Details of allotment related to this Transaction (Company Split)
Upon the company split, EQ Operation Company and EQ Admin Company will not allot sharesor other money, etc.
(4) Treatment of Stock Acquisition Rights and Bonds with Stock Acquisition Rights in connection
with this Transaction (Company Split)
Not applicable.
2(5) Capital Increase/Decrease Due to this Transaction (Company Split)
Not applicable.
(6) Rights and Obligations to be Succeeded by Successor Company
EQ Operation Company will succeed to assets, liabilities, contracts, and other rights andobligations of CCBJI and CCBJBS related to the field service operations in the Business as
stipulated in the absorption-type company split agreement.
EQ Admin Company will succeed to assets, liabilities, contracts, and other rights and obligationsof CCBJI and CCBJBS related to the planning and management services in the Business as
stipulated in the absorption-type company split agreement.
(7) Prospect of Performance of Obligations
The Company has determined that there is no problem in the prospect of performance of theobligations to be performed by CCBJI and CCBJBS, as well as EQ Operation Company and EQ
Admin Company after the effective date in this Transaction.
3. Parties to this Transaction(1) Overview of Consolidated Subsidiaries of the Companyi)

Nameii)Addressiii)

iv)

Coca-Cola Bottlers Japan Inc.

9-7-1 Akasaka, Minato-ku,
Tokyo
Representative Director andTitle and name ofPresident
representative
Calin Dragan

Description
main businessofManufacturing, distribution,and sales of beverage products
and alcoholic productsv)vi)vii)(as of December 31, 2023)
Coca-Cola
Bottlers
JapanBusiness Service Inc.
9-7-1 Akasaka, Minato-ku,
Tokyo
Representative Director andChairman, President
Bjorn Ivar Ulgenes
Contracted
businessforadministration work to support
thesalesofbeverage,
nonessential beverage, alcoholic
beverage, dairy beverage, andfood products and managementof beverage sales equipment
80,000,000 yen
November 25, 2009
End of December
CCBJI: 100%

Capital stock
100,000,000 yen
Date of foundation June 29, 2001
Fiscal year end
End of December
Major shareholdersviii) and shareholding The Company: 100%ratio
* There will be no change in the outline of the Company’s consolidated subsidiaries as a resultof this Transaction.

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(2) Overview of New Companies (after the company split and share transfer: planned)
1) EQ Operation Company
TBD (EQ Operation Preparation Company before sharei)
Nametransfer)ii)
Address
1-1 Sakuradamachi, Kanazawa City, Ishikawa Prefecture
Title and name ofiii)
Daisuke Tsuruga, Representative Director
representative(1) Contracted field service operations, including installation,
Description of mainiv)
maintenance, repair, and QC (quality control) of various sales
business
equipment, such as vending machinesv)
Capital stock
51,000,000 yenvi)
Date of foundation
September 2, 2024vii) Fiscal year end
End of December
Date of company splitviii)
January 6, 2025
and share transferix)
Number of employees Approx. 820
CCBJI: 49% (490 shares)
thinkrun HD: 51% (510 shares)x)
Investment status(* Shares held by CCBJI will be transferred to thinkrun HD inpart after the company split of CCBJI and CCBJBS.)
2) EQ Admin Companyi)
Nameii)Addressiii)Title and name ofrepresentativeiv)
Description of mainbusinessv)vi)vii)viii)ix)
x)

TBD (EQ Admin Preparation Company before share transfer)Toyosu Urban Point 11F, 5-5-13 Toyosu, Koto-ku, Tokyo
Allen Fukada, Representative Director(1) Contracted planning and management operations related tothe installation, maintenance, repair, and QC (quality control),etc. of various sales equipment including vending machines(2) Planning and consultation services related to the above
51,000,000 yen
September 2, 2024
End of December

Capital stock
Date of foundation
Fiscal year end
Date of company split
January 6, 2025
and share transfer
Number of employees Approx. 110
Genpact: 100% (* All shares (1,000 shares) held by CCBJI will
Investment status
be transferred to Genpact after the company split of CCBJI andCCBJBS.)

44. Overview of Counterparty of Share Transfer(1) Share Transfer of EQ Operation Company(as of June 30, 2024)
i)
ii)

Name
Address
Title and name ofrepresentative

thinkrun Holdings Co., Ltd.
1-1 Sakuradamachi, Kanazawa City, Ishikawa Prefecture
Representative Director, Chairman and CEO, Hiroyuki Tsuruga,iii)
Representative Director, President and COO, Daisuke Tsuruga,
Planning and promotion of policies and strategies for the group’sDescriptionofiv)
business (motor truck transportation business, etc.) andmain business
management of the group’s business resultsv)
Capital stock
10,000,000 yenvi)
Date of foundation March 18, 2016
Capitalthinkrun HD holds 47,706 shares of the Company’s stock (0.02% ofvii) relationship withthe total number of issued and outstanding shares).
the Company* There are no personal or direct business relationships between the Company and thinkrun HD,
and the Company does not fall under a related party to thinkrun HD.
(2) Share Transfer of EQ Admin Company(as of June 30, 2024)i)Nameii)

Address

Genpact Japan K.K.
Marunouchi North Exit Building, 1-6-5 Marunouchi, Chiyoda-ku,
Tokyo

Title and name ofAllen Fukada, Representative Director and President
representative
Descriptionof Consultation services on overall corporate managementiv)
main businessBusiness process management and service businessv)
Capital stock
10,000,000 yenvi)
Date of foundation July 14, 2005
* There are no capital relationship, personal relationship or direct business relationships between
the Company and Genpact, and the Company does not fall under a related party to Genpact.
iii)

5. Future Outlook
The impact of this Transaction on the Company’s consolidated financial results for the fiscal year
ending December 31, 2024 is expected to be minor. However, we believe that it will contribute tofurther growth of the Company group’s business and profitability in the future.
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