Dear All,February 22, 2021
Company name: Nishimoto Co., Ltd.
Representative: Yoshiro Susaki Chairman & President(Code No.：9260 First section of Tokyo Stock Exchange）
Contact: Director Yuji Sasa（Phone:03-6870-2015）

Notice regarding the acquisition of shares of Interlock Investments Limited
by our consolidated subsidiary
We hereby provide information below, regarding the acquisition of 100% of Interlock Investments
Limited (“Interlock”) shares by our consolidated subsidiary Wismettac Harro Foods Limited (“HarroFoods”) to turn it to a subsidiary (a sub-subsidiary for our company）,on completion.

1.

Details
Reason for the acquisition of shares
The main business of Harro Foods is wholesale Japanese food products mainly to restaurants inthe UK. Now, it has completed to acquire 100% shares of the Interlock, of which subsidiary ScoFro Group Limited (“Sco-B”) http://www.scofro.com/ main business is the wholesale of Asianfood products mainly to Grocery stores in the UK.
Sco-Fro wholesales Asian food product such as Noodles, Frozen Seafood (Surimi, Sushi, etc.) to
big retailers representing the UK (ALDI, ASDA, TESCO, etc.) which it has strong and long
trading history. In the last year they also have achieved a good result under the recent COVID
situation. Harro Foods strategy is to sell our Japanese food product ranges of Wismettac groupto the retail market in UK in addition to the existing restaurant market.
As a growth strategy for our Asian Food Global Business, we have the “Development andexpansion of the Business platform outside the U.S”. Europe is a market where further growthis to be expected in the mid-term. Our European business platform for Japanese food centeredGlobal Asian Food product wholesale has been created with 4 strategically located business basesin the main European countries, last year; Netherlands (BV), UK（Harro Foods）, Germany（SSP）, France（C3C） With this acquisition we also have added the strong relationship to bigretailers in the UK via Sco-Fro.

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2.

Overview of the subsidiary acquiring the shares
Harro Foods(as of January 31, 2021)(1) Name
Wismettac Harro Foods Limited(2) Location
Oak Point, Oakcroft Road, Chessington, Surrey KT9 1RH, UnitedKingdom(3) Representative
Director Ian Hetherington(4) Main BusinessJapanese food centered Global Asian Food product wholesale(5) Capital
600 thousand Pounds

3.

Overview of target company from whom the shares will be acquired(1) Name
Stanley Ian Bernard and director of the company and subsidiary.
(2) Relationship with
There are no capital nor personal nor transaction relationship that
the Company
should be stated between them and Harro Foods.

4.

No. Shares to be acquired, transaction price and situation of shares before/after(1) No. of shares (before)
0 shares（share ratio：0％）(2) No. shares to be acquired
196 shares (Ordinary 151 shares, A Ordinary 45 shares)(3) Transaction priceNondisclosed due to be requested by sellers(4) No. of shares (after)
196 shares（share ratio：100%）

5.

Overview of the sub-subsidiary(1) Name
Interlock Investments Limited(2) Location
229 St Vincent Street, Glasgow G2 5QY, Scotland, United Kingdom(3) Representative
Director Stanley Ian Bernard(4) Business line
Interlock is just holding company, whose subsidiary Sco-Fro has
importing and wholesaling Noodles, Frozen seafoods (e.g. Surimiand Frozen sushi, etc.)(5) Capital
196 pounds(6) FoundedJuly 1975
(7) No. of employee
16 employees (Sco Fro)(8) Main shareholders Stanley Ian Bernard 90%
Adam Ben Bernard 10%(9) Group overview
Interlock is a holding company of Sco Fro the trading company.
(10) Relationship with
There are no transaction relationship that should be stated
the Company
between them and Harro Foods.
(11) Business performance and financial status of Last fiscal year (Consolidated) (K£)
Accounting Period
FY 2018
FY 2019
FY 2020
Net Assets
2,318
2,139
2,502
Total Assets
6,277
5,889
7,105
Sales
15,892
15,727
18,498Operating profit
525473675
Net profit (Net loss)
364(52)441※Interlock applies the UK Accounting standards to their financial statements, on which
there is no reference to Ordinary Profit.

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6.

Completion date：20 February, 2021

7.

Effect on business performance
The effect of this matter on this year’s consolidated business performance are currently
under investigation. If matters that must be disclosed arises, it will be disclosed promptly.

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