Note: This document has been translated from the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail.

May 23, 2023
To whom it may concern,
Company name:Takashima & Co., Ltd.

Name of representative: Koichi Takashima, Presidentand Representative Director(Securities code: 8007; PrimeMarket)
Inquiries:

Investor Relations & Public
Relations Unit(Telephone: +81-3-5217-7248)

Notice Concerning Acquisition of Shares of Gansui Corporation to Make It a Subsidiary
Takashima & Co., Ltd. (the “Company”) hereby announces that it has resolved, at a meeting of theBoard of Directors held on May 23, 2023, to acquire shares of Gansui Corporation and make it asubsidiary of the Company. As a result of this share acquisition, Gansui Corporations’ subsidiaries,
Naruto-SP Industries Co., Ltd. and Alpha kisokouzou Co., Ltd. will become sub-subsidiaries of theCompany.
1. Reason of acquisition of shares
As an advanced sustainability-focused trading company that "contributes to society through ourbusiness," we are engaged in the construction supply, industrial materials, and electronics and devices
businesses. In the construction supply business, we handle a wide variety of construction andconstruction supplies for the residential and nonresidential markets, including wall materials,
foundation piling methods, insulation materials, solar panel-related materials, and interior
furnishings, and we have established a nationwide sales network and undertake a wide range ofprocesses from planning and design to construction.
The current medium-term management plan, "Sustainability V (Value)," set an investment target of
more than 10 billion yen by the fiscal year ending March 31, 2026, including M&A, and promotes
investment in strategic areas. In this context, our M&A strategy is based on the basic policy ofstrengthening the functions of existing businesses and developing the periphery of existing businesses,
and we are working to transform our business structure and portfolio in order to establish afoundation for long-term sustainable growth.
Gansui Corporation, with a history of nearly 60 years since its establishment, has established itself
as a leading company in the field of foundation reinforcement and ground improvement in theresidential market, which is expected to remain strong, and the nonresidential market, which is
expected to grow steadily, mainly in Okayama Prefecture and the Chugoku and Shikoku regions, withits high-level technologies and services based on its high expertise.

Under these circumstances, we decided to acquire Gansui Corporation’s shares in order to pursue
synergies with our construction supply business and achieve further growth by taking advantage of
Gansui Corporation’s advanced construction capabilities in ground improvement work.
This project is also an investment that will contribute to the sustainable growth of the Company as
set forth in the "the Plan to Meet the Continued Listing Criteria" following the reorganization of theTokyo Stock Exchange market.
2．Method of transfer
Based on the share transfer agreement signed today with the shareholders of Gansui Corporation,
the Company will acquire 100.0% of Gansui Corporations’ outstanding shares, making Gansui
Corporation a wholly owned subsidiary of the Company.
The execution of the Share Acquisition is subject to the fulfillment of closing conditions, including
approval by the Japanese Fair Trade Commission under the Antimonopoly Act.
3．Overview of the subsidiary (Gansui Corporation) subject to change(1) Name

Gansui Corporation(2) Location

18-18, Fukuyoshicho, Minami-ku, Okayama city, Okayama.

(3)

Jobtitle

andnameofRepresentative Director, Tetsuichi Nishikawa

representative(4) Description of business

Ground investigation, ground improvement works, civilengineering works(5) Share capital

110 million yen(6) Date of establishment

July 28, 2021

(7)

Major

shareholders

andownership ratios

Rising Japan Equity No.2 Investment Limited Partnership:
100.0%（As of May 23, 2023）(8) Relationship between theC a p i t a lCompany and said company

relationship
Personnel

None.
None.

relationshipB u s i n e s s

The Company and Gansui Corporation haverelationshipa business relationship related to building
materials (cement) and ground improvement
work.

(9）Consolidated operating results and consolidated financial positions of said company for thelast three years *1(Millions of yen, unless otherwise noted)

Fiscal year(*2）

Fiscal year ended

Fiscal year ended

Fiscal year ended

June, 2020

June, 2021

June, 2022

Consolidated net assets

(150)

223

1,098

Consolidated total assets9,152

7,509

6,078

(1,451)

2,156

10,617

6,659

5,946

6,292

Consolidated operating profit

562

354

294

Consolidated ordinary profit

942

809

605

495

411

474

4,790

3,972

4,590---

Consolidated

net

assetspershare (Yen) (*3)
Consolidated net sales

Profit attributable to owners ofparent
Consolidated earnings per share(Yen) （*3）
Dividend per share (Yen) （*3）(*1) Consolidated results including the results of Naruto SP Industry Co., Ltd. and Alpha kisokouzou
Co., Ltd.
(*2) Gansui Corporation was established in July 2021 as GS Holdings, Inc. and merged in July 2022with Gansui Corporation (established in 1965 and closed in July 2022; hereinafter referred to as"former Gansui") in July 2022 and changed its company name at the same time.
Therefore, the above table shows the figures in the consolidated financial statements of the formerGansui.
(*3) Calculated based on the number of outstanding shares of the “former Gansui” (103,490 shares).
4．Overview of the counterparty to the acquisition of shares（1）NameRising Japan Equity No.2 Investment Limited Partnership（2）Location

1-7-2, Otemachi, Chiyoda-ku, Tokyo（3）Basis of establishment

Limited Partnership Act for Investment（4）Purpose of formation

Provides risk money for financing needs, such as businessexpansion, reorganization or succession of medium or small-tomedium enterprises supporting the Japanese economy, inorder

toperformbuyoutinvestment

supporting

thesustainable growth and future growth of companies throughhands-on management support.
（5）Formation dateFebruary 1, 2017（6）Total amount of investment¥30,750M（Maximum）（7）Investors, investment ratio,

Sumitomo

Mitsui

BankingCorporation,SUMITOMO

and overview of investor

CORPORATION, Sumitomo Mitsui Trust Bank, Limited,Organization for Small & Medium Enterprises and Regional
Innovation, JAPAN, Daido Life Insurance Company, and otherinstitutional investors and operating companies in Japan（ 8 ） Relationship between theNone.

Company and the Fund
（ 9 ） Relationship between theC a p i t a lCompany and said fund.

relationship
Personnel

None.
None.

relationship
BusinessNone.

relationship
5．Number of shares acquired, acquisition costs, and shareholding before and after acquisition.
(1) Number of shares held before the0 shareschange.

(Number of voting rights: 0 units）(Ratio of voting rights held : 0.0%）(2) Number of shares to be acquired

16,000 shares(Number of voting rights:16,000 units）(Ratio of voting right:100.0%)(3) Acquisition costs

Common shares of Gansui Corporation
5,000 million yen
Advisory fees, etc. (approximate amount)
180 million yen
Total (approximate amount)
5,180 million yen(4) Number of shares held after the

16,000 shareschange(Number of voting rights:16,000 units)(Ratio of voting rights held:100.0%)

6．Timetable(1) Date of resolution at the meeting of theMay 23, 2023

Board of Directors(2) Date of conclusion of agreement

May 23, 2023

(3) Date of commencement of share

During June, 2023 (Expected)（*4）

transfer(*4) The share acquisition is subject to approval by the Japanese Fair Trade Commission under theAntimonopoly Law.
7. Future outlook

The details of whether or not goodwill will arise in the Company as a result of the execution of thisshare transfer agreement are currently under examination. The consolidated forecast for the fiscal
year ending March 31, 2024, which was announced on May 11, 2023, does not include the impact of
this matter. At this time, we are examining the impact on the current fiscal year's business results
and will disclose the results as soon as the examination is completed.
END.
（ Reference ）Forecast of consolidated financial results for the fiscal year ending March, 2024.
(Disclosed at May 11, 2023)
Net sales

Operating profit

Ordinary profit¥89,000M¥1,800M¥1,900M

Profit attributableto owners of parent

Full year(Fiscal year endingMarch, 2024)¥1,600M