Dec. 19, 2023
ADEKA CORPORATION

Notice of Reorganization of Consolidated Subsidiaries
ADEKA CORPORATION (President and Chief Executive Officer: Hidetaka Shirozume,hereafter “ADEKA”) announced today that it had adopted a resolution to merge ADEKA
FOODS SALES CORPORATION (President: Keisuke Hasegawa, hereinafter “ADEKA FOODSSALES”), CROWN CO., LTD. (President: Hisashi Tanaka, hereinafter “CROWN”) and YONGOCORPORATION (President: Sadatoshi Ito, hereinafter “YONGO”), all of which are consolidated
subsidiaries of ADEKA, with a view toward further increasing the efficiency of groupmanagement.
This move is considered a simplified absorption-type merger between subsidiaries. Thisannouncement omits some of the disclosure items and details.
1. Purpose of the Merger
In the Mid-Term Management Plan, ADX 2023, the ADEKA Group laid out its basic policy,“Transform the management foundation to be compatible with the new social environment,
aiming to achieve sustainable growth with an emphasis on profit.” In the food business, it isworking to intensify its presence and expand its business areas in the Japanese market andenlarge its overseas markets, and it is accelerating the development of the Marvelous series ofproducts and other products aimed at reducing food loss and the Deli-PLANTS series of plantbased foods to advance into a new business area.
In this segment, ADEKA FOODS SALES, one of ADEKAʼs consolidated subsidiaries, engages in
the purchase and sale of oils, fats, dairy products and other food products and materials forbusiness use. Two other consolidated subsidiaries, CROWN and YONGO, operate businesses
wholesaling materials for business use to bakers and confectioners in separate regions.
Specifically, CROWN mainly serves Osaka Prefecture and YONGO chiefly serves Aichi Prefecture.
In the food business in Japan, demand is expected to shrink gradually in the future due to thedecrease and aging of the population, while its costs for raw materials, services, logistics, laborand other costs are increasing.
In this business environment, the ADEKA Group is reorganizing its subsidiaries. It madeYONGO a wholly owned subsidiary in May 2023 to increase the profitability of its food businessin Japan, and now three food sales subsidiaries, ADEKA FOODS SALES, YONGO and CROWN,
are set to merge into one subsidiary. This move will complete the integration of the sales
structure in Japan concerned with the food business.
The ADEKA Group will accelerate its decision-making and further rationalize and streamline its
businesses to construct a solid revenue base, aiming to achieve the growth of its business inpursuit of social value and economic value and to further enhance its services for its customers.

２．Summary of the Merger(1) Schedule of the Merger
Date of resolution by the Board of Directors (ADEKA)

Dec. 19, 2023

Date of merger agreement(ADEKA FOOD SALES, CROWN, YONGO)

Dec. 25, 2023 (scheduled)

Date of resolution by the General Meeting of Shareholders(CROWN, YONGO)CROWN：Feb. 26, 2024 (scheduled)
YONGO：Feb. 22, 2024 (scheduled)

Date of merger (effective date)

Apr.１, 2024 (scheduled)(2) Method of the Merger
An absorption-type merger in which ADEKA FOODS SALES will be the surviving
company and CROWN and YONGO will be the merged companies.
3．Overview of Companies in the Merger (as of Mar. 31, 2023)
Surviving company(1)NameADEKA FOOD SALES CORP.

Merged company
CROWN CO., LTD.

Merged company
YONGO CORP.

(2)Head office

2-6 Kandatsukasamachi,
Chiyoda-ku, Tokyo

3-6-35 Nishitenma,
Kita-ku, Osaka-city, Osaka(3)Title and name ofrepresentative

President
Keisuke Hasegawa

President
Hisashi Tanaka

1-20-12 Meieki Minami,
Nakamura-ku,
Nagoya-city, Aichi
President
Sadatoshi Ito(4)Business details

Purchases and sales of foodand materials for business
use

Wholesaling of materials
for business use to bakers
and confectioners

Wholesaling of materials
for business use to bakers
and confectioners(5)Paid-in capital￥42 million￥10 million￥18 million(6)EstablishedApr. 3, 2000

May 1, 1962

Oct. 7, 1949

(7)No. of Shares Issued

840 Shares

200 Shares

360,000 Shares(8)Fiscal year end

Mar. 31 of each year

Mar. 31 of each year

Mar. 31 of each year(9)Major shareholders
and shareholding ratio

ADEKA CORP. 100%

ADEKA CORP. 100%

ADEKA CORP. 100%

4．Post-merger Situation (Scheduled for Apr. 1, 2024)
In this merger, there will be no changes in the trade name, location, title and name of therepresentative, scope of business, stated capital, accounting period or other mattersregarding the surviving company.
5．Future outlook
Given that this merger is a reorganization within the ADEKA Group, the impact on its
consolidated financial results will be minor.
■ Contacts
ADEKA CORPORATION
Publicity ＆ Administration group , Legal Affairs ＆ Publicity Department
E-mail: somu@adeka.co.jp