February 14, 2024
To whom it may concern

Company name: Nishimoto Co., Ltd.
Representative: Yoshiro Susaki, Chairman & CEO(Code No.: 9260 Prime Market of the Tokyo Stock Exchange)
Contact: Yuji Sasa, President, Director of the board, Managing Executive Officer, COO, CFO(Phone: 03-6870-2015)

Notice Regarding the Consideration of Acquiring Shares in GERONIMO (France)

Nishimoto Co., Ltd. (the "Company") hereby announces that, through its consolidated subsidiary, it has
initiated non-binding negotiations with GERONIMO (head office: France; "GERONIMO") to acquire shares.
The aim is to integrate GERONIMO and its subsidiary group companies as subsidiaries (sub-subsidiaries)
under the Company.
1.

PurposeThe Company has been engaged in the importing and wholesaling Japanese and other Asian foods
globally, with a steady expansion of our sales bases in Europe. Aiming to further expand our businessin France, a major country in Europe, and to create synergies across Europe, the Company isconsidering acquiring shares in GERONIMO, which operates Japanese food and Asian food wholesale
businesses, and making it a sub-subsidiary of the Company.

2.

Outline of GERONIMO(1) Trade name

GERONIMO(2) Location

Porte de l’Arénas 455 Promenade des Anglais, 06200 Nice(3) Representative

Frédéric Bauche(4) Business overview

Wholesale business, specializing in Asian food products, aquaticproducts, and other foodstuffs. (7 group companies)(5) Capital

736 thousand euros(6) Date of establishment

September 2016(7) Number of employees

108 (7 group companies)
DUO INVEST (50.25%)
D & Y COMPANY (17.39%)(8) Major shareholders andshareholding ratios

ETOILE CAPITAL (13.26%)
FIP CAPITAL SANTE PME IV (7.15%)
FIP FRANCE EXCELLENCE (6.28%)
FIP FRANCE EXCELLENCE II (5.67%)
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The group consists of seven companies, including GERONIMO,
its two subsidiaries, and the companies under those subsidiaries.
(9) Outline of the group

GERONIMO (Holding company)
GELAZUR (Subsidiary, Shareholding ratio: GERONIMO 100%)XIONG HAI (Subsidiary, Shareholding ratio: GERONIMO 15%,GELAZUR 75%, D&Y COMPANY 10%)(10) Relationship with theCompany

There are no capital, personal or transactional relationships to bementioned.

(11) Immediate prior year operating results and financial position (group consolidated) (inthousands of euros)
Fiscal year end

December 2020

December 2021

December 2022

Net assets

21,46523,60529,569Total assets

67,77387,41098,140Net sales

95,736

132,538

230,961

Profit (loss) before income taxes

(611)

3,830

8,280

Profit (loss)

(532)

3,076

6,071

*1JPY/EUR = 161 (as of February 13, 2024)
In addition, should a formal decision be made to acquire the shares, GELAZUR, which is one of theseven GERONIMO group companies previously mentioned, may be classified as a specified
subsidiary of the Company. This would be due to its capital exceeding 10% of the Company’scapital.
(1) Trade nameGELAZUR(2) Location

Porte de l’Arénas 455 Promenade des Anglais, 06200 Nice(3) Representative

Frédéric Bauche(4) Business overview

Wholesale business, specializing in aquatic products and otherfoodstuffs(5) Capital

4,000 thousand euros(6) Date of establishment

December 1960

(7) Number of employees

20(8) Major shareholders andshareholding ratios(9) Relationship with theCompany

GERONIMO (100%)
There are no capital, personal or transactional relationships to bementioned.

(10) Immediate prior year operating results and financial position (group consolidated) (inthousands of euros)
Fiscal year end

December 2020

December 2021

December 2022

Net assets

5,239

5,259

5,286

Total assets

25,20427,71741,220Net sales

53,64663,426

97,570

Profit (loss) before income taxes

(753)

(383)

27

Profit (loss)

(743)

20

27

*1JPY/EUR = 161 (as of February 13, 2024)
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3.

Outline of the parties whose shares are to be acquired
1. DUO INVEST
2. D & Y COMPANY(1) Name

3. ETOILE CAPITAL
4. FIP CAPITAL SANTE PME IV
5. FIP FRANCE EXCELLENCE
6. FIP FRANCE EXCELLENCE II
1. Nice, France(2) Location

2. Paris, France
3. Puteaux, France
4. - 6. Toulouse, France(3) Relationship with theCompany

4.

mentioned.

Schedule and number of shares to be acquired(1) Execution date of theshare transfer(2) Number of shares to beacquired

5.

There are no capital, personal or transactional relationships to beTBD
TBD* Number of shares held before acquiring shares : 0 share

Overview
Through the due diligence process, the Company is currently conducting a thorough analysis ofGERONIMO and its group companies, including their assets, business operations, and potentialsynergies. The Company is committed to a careful and comprehensive review of these elements.
Should a formal decision be made, the Company will promptly disclose its impact on theconsolidated financial results for the current fiscal year.

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