(Translation)
September 18, 2024
To all parties concerned:TSUBURAYA FIELDS HOLDINGS INC.
President and Group CEO: Hidetoshi Yamamoto(TSE, Prime Market: 2767)
Inquiries: Hideaki Hatanaka
Senior Corporate Officer
Tel.: +81-3-5784-2111(Progress of disclosed matters) Notice of Acquisition of Additional Shares ofConsolidated Subsidiaries
TSUBURAYA FIELDS HOLDINGS INC. announces that the director meeting held on September 18, 2024
resolved to acquire the additional shares in a consolidated subsidiary Sophia Co., Ltd. (hereinafter, “Sophia”) andmake it a wholly owned subsidiary as follows.
1.

Reason for additional acquisition of shares
As announced in the “Notice of purchase of shares (subsidiary acquisition) of Sophia Co., Ltd.” onMarch 25, 2024, we already own 18,400 shares of Sophia and 51.0% of voting rights. However, we havedecided to make a wholly owned subsidiary through additional acquisition.
Sophia group owns ACE DENKEN Co., Ltd., a leading provider of islands facilities. In pachinko andpachislot machine (hereinafter, “PS”) industry, the introduction of smart PS has progressed, enabling freespace designs for island facilities (pachinko hall equipment) and PS machine. By creating and proposing
ideas for more attractive PS spaces that enable players to enjoy comfortably, we will promote the creationof a healthy, enjoyable and spiritually rich local community through pachinko hall and leverage synergies
with FIELDS CORPORATION’s marketing capabilities to further develop PS industry.

2.

Outline of the company to acquire the additional shares

(1)

Name

Sophia Co., Ltd.

(2)

Address

7-201, Sakaino-cho, Kiryu-shi, Gunma(3)

Job title/name ofrepresentative

Representative Director: Hideo Ioki

(4)

Business activities

Parts sales and maintenance of pachinko machine and pachinko hall peripherals(5)

Share capital¥100 million(6)

Date of establishment

March 15, 1951

(7)

Major shareholders andpercentage of shares(8)

Relationship between
Sophia and listedcompany

3.

TSUBURAYA FIELDS HOLDINGS INC. 51.0%
Two shareholders
The two shareholders who are the acquisition counterparties will not be
disclosed due to the obligation of confidentiality.
Capital relationships
We have a 51.0% equity stake.
Personal relationships
Not applicable.
Business relationships
Not applicable.

Outline of the counterparty to the share acquisition

(1)

Name

(2)

Address

Two shareholders
The two shareholders who are the acquisition counterparties will not be
disclosed due to the obligation of confidentiality.
The two shareholders who are the acquisition counterparties will not be
disclosed due to the obligation of confidentiality.

Relationship between
such individual andlisted company

(3)

4.

5.

6.

There are no capital, personal, or business relationships that should be described
between us and such shareholders or their immediate families.

Number of shares acquired, acquisition price, and shareholding before and after acquisition(1)

Shares owned prior tothe transaction

18,400 shares(Number of voting rights: 18,400) (Percentage of voting rights: 51.0%)(2)

Total share acquired

17,670 shares(3)

Acquisition priceCommon shares of Sophia ¥3,037 million(4)

Shares owned after thetransaction

36,070 shares(Number of voting rights: 36,070) (Percentage of voting rights: 100.0%)

Schedule(1)

Date of director
resolution

September 18, 2024

(2)

Contract date

September 18, 2024

(3)

Date of share transfer

September 18, 2024

Future outlook
We are currently in the process of examining the impact of this matter on our consolidated financial results. We

will promptly disclose any revisions to our earnings forecasts in the future.