TRANSLATION FOR REFERENCE PURPOSE ONLYThis notice has been translated from the original Japanese text of the timely disclose statement and is for reference purpose only.
In the event of any discrepancy between the original Japanese and this translation, the Japanese text shall prevail.

March 24, 2023
Company Name:
Representative:
Contact:

Asahi Holdings, Inc.
Tomoya Higashiura, President & CEO(Code: 5857, Tokyo Stock Exchange - Prime Market)
Kunihiko Chogo, General Manager,
Corporate Planning & Communications Department(Phone: +81-3-6270-1833)

Notice Concerning Company Split and Trade Name Change by Consolidated Subsidiaries
Asahi Holdings, Inc. (hereinafter, the “Company”) hereby announces that, Asahi Pretec Corp. (hereinafter, “AP”), a whollyowned subsidiary of the Company, will succeed the rights and obligations held by AP with respect to the precious metals recycling
business, precious metals refining and manufacturing/trading business, to our wholly-owned subsidiaries, “Asahi Pretec Split
Preparation Company, Inc.” (hereinafter, “APSP”) and “ASAHI METALFINE, Inc.” (hereinafter, “AMF”) upon company split(by way of absorption-type company split; hereinafter, the “Company Split”).
In addition, as of April 1, 2023, AP will change its trade name to “Japan Waste Corporation” and APSP will change to “AsahiPretec Corp.”.
Since the Company Split is an organizational restructuring within the group by our wholly-owned subsidiaries, some of the items
and contents of disclosure are omitted.
I.

Company Split

1.

Purpose of the Company Split
Our group has set the basic policy of “Building a global company that pursues originality and growth” in the 9th mediumterm management plan, and is laying the foundation for global growth through restructuring of its business model, etc. andthe new structure resulting from the Company Split will enhance the corporate value of our entire group. After the Company
Split, APSP, as a leading precious metals recycling company in Japan, will further strengthen the relationships it has
cultivated with its customers and expand the scope of its business. AMF will aim to establish the global “Asahi brand” byproviding new services and products, such as trading and high-value added products, to customers in Japan and overseas,using as platforms the precious metals refining business utilizing state-of-the-art technologies and the metal productmanufacturing/trading business taking into account human rights and the environment. JW will provide one-stop solutionsin the environmental preservation business by detoxifying and properly treating various types of waste with its unique
technologies cultivated over many years.

2.

Outline of the Company Split(1) Schedule for the Company Split
Shareholders’ meeting approving the absorption-type company split(parties of the Company Split)
Effective date of the absorption-type company split

March 30, 2023 (TBD)
April 1, 2023 (TBD)(2) Method of the Company Split
In the Company Split, AP will be the absorption-type split company (hereinafter, the “Split Company”) and APSP andAMF will be the absorption-type split successor companies (hereinafter, the “Successor Companies”).
(3) Content of the allotment pertaining to the Company Split
Since the Company Split is performed among wholly-owned subsidiaries, upon the Company Split, there is no planfor the Successor Companies to deliver money, etc. to the Split Company in exchange for the rights and obligations tobe succeeded.
1(4) Treatment of the stock acquisition right and bond with stock acquisition right accompanying the Company Split
Not applicable(5) Capital stock to be increased or decreased upon the Company Split
The Company’s capital stock will not be increased or decreased upon the Company Split.
(6) Rights and obligations to be succeeded by the Successor Companies
Company name
APSP

AMF

Rights and obligations to be succeeded
Unless otherwise stipulated in the absorption-type company split contract, succeeds theassets (excluding some assets such as land and buildings), debts, employment contracts,
and other rights and obligations related to the precious metals recycling business
operated by the Split Company.
Unless otherwise stipulated in the absorption-type company split contract, succeeds theassets (excluding some assets such as land and buildings), debts, employment contracts,
and other rights and obligations related to the precious metals refining andmanufacturing/trading business operated by the Split Company.

(7) Prospect for fulfillment of obligations
We believe that there is no problem with the prospects for the fulfillment of obligations to be borne by the Successor
Companies in the Company Split.
3.

Outline of companies involved in Company Split(1) Split Company (As of February 28, 2023)
Asahi Pretec Corp.*
21, Uozakihama-machi, Higashinada-ku, Kobe, Hyogo
Hiroyuki Nakanishi, Representative Director and President
Precious metals recycling, industrial waste disposal and otherenvironmental preservation business(5) Capital
4,480 million yen(6) Date of establishment
April 20, 1964
(7) Number of shares issued
36,254 thousand(8) Closing date
March 31(9) Major shareholder and shareholding ratio
Asahi Holdings, Inc. 100%
(10) Financial position and operating results for the latest fiscal year (Fiscal year ended March 31, 2022)
Net assts
31,362 million yen
Total assets
116,591 million yen
Net assets per share
865.07 yen
Revenue
174,787 million yen
Operating profit
22,169 million yen
Ordinary profit
22,018 million yen
Profit attributable to owners of parent
16,162 million yen
Profit per share
445.82 yen* Scheduled to be changed to “Japan Waste Corporation” on April 1, 2023.
(1)
(2)
(3)
(4)

Company name
Address
Name and title of representativeBusiness2

(2) Successor Companies (As of February 28, 2023)(1) Company name(2) Address(3) Name and title ofrepresentative(4) BusinessAsahi Pretec Split Preparation
Company, Inc.*
21, Uozakihama-machi, Higashinadaku, Kobe, Hyogo
Tsutomu Nakashima,
Representative Director and President
Precious metals recycling business

ASAHI METALFINE, Inc.
1-7-12, Marunouchi, Chiyoda-ku,TokyoNobuo Tajima,
Representative Director and President
Precious metals refining andmanufacturing/trading business10 million yen
January 20, 2023
4,000

(5) Capital
10 million yen(6) Date of establishment
January 20, 2023
(7) Number of shares
4,000
issued(8) Closing date
March 31
March 31(9) Major shareholder and Asahi Holdings, Inc. 100%
Asahi Holdings, Inc. 100%
shareholding ratio
Note: Since the latest fiscal year does not exist for the Successor Companies, financial position and operating results
for the latest fiscal year are not stated.
* Scheduled to be changed to “Asahi Pretec Corp.” on April 1, 2023.
4.

Outline of operating units to be split(1) Description of operations to be split
Precious metals recycling, refining and manufacturing/trading business(2) Operating results of units to be split (Results for the nine months ended December 31, 2022)
Revenue

182,440 million yen(3) Item and book value of assets and liabilities to be split (As of December 31, 2022)
AssetsLiabilities
Item
Book value
Item
Book value
Current assets
87,048 million yen
Current liabilities
72,932 million yen
Non-current assets
9,819 million yen
Non-current liabilities
384 million yen
Total
96,868 million yen
Total
73,317 million yen
Note: The actual amount of assets and liabilities to be split will be adjusted to reflect changes that occur before theeffective date of Company Split.
5.

Status after Company Split (As of April 1, 2023 (TBD))(1) Split Company(1) Company name(2) Address(3) Name and title of representative(4) Business(5) Capital(6) Closing dateJapan Waste Corporation(Scheduled to be changed from “Asahi Pretec Corp.” on April 1, 2023)
21, Uozakihama-machi, Higashinada-ku, Kobe, Hyogo
Hiroyuki Nakanishi, Representative Director and President
Industrial waste disposal and other environmental preservation business
4,480 million yen
March 313(2) Successor Companies(1) Company name(3) Name and title ofrepresentative(4) BusinessAsahi Pretec Corp.
(Scheduled to be changed from “Asahi
Pretec Split Preparation Company, Inc.”on April 1, 2023)
21, Uozakihama-machi, Higashinadaku, Kobe, Hyogo
Tsutomu Nakashima,
Representative Director and President
Precious metals recycling business(5) Capital(6) Closing date

110 million yen
March 31

(2) Address

6.

ASAHI METALFINE, Inc.

1-7-12, Marunouchi, Chiyoda-ku,TokyoNobuo Tajima,
Representative Director and President
Precious metals refining andmanufacturing/trading business
110 million yen
March 31

OutlookSince Split Company and Successor Companies are a 100% subsidiary of the Company, there will be minimal impact on
the Company’s consolidated results upon the Company Split.

II.

Trade Name Change

1.

Purpose and Reason of the Trade Name Change
As described in the opening sentence, as of April 1 2023, AP will change its trade name to “Japan Waste Corporation” andits main business will be industrial waste treatment and environmental preservation. APSP will change its trade name to“Asahi Pretec Corp.”, which is the same as that of the Split Company, and its main business will be precious metals recycling
business.

2.

Schedule for the Trade Name Change
Shareholders’ meeting approving the trade name change

March 30, 2023 (TBD)

Effective date of the trade name change

April 1, 2023 (TBD)

4

[Ref.] Conceptual diagram of the Company Split

5