Mabuchi Motor : to Acquire Small Pumps Manufacturer Oken Seiko Co., Ltd.（611KB）

December 22, 2022

Name of Company:	MABUCHI MOTOR CO., LTD.
Representative:	Shinichi TANIGUCHI,
	Representative Director and President, COO
	(Securities Code: 6592)
Contact:	Hiroaki WATANABE,
	Executive Officer, Senior General Manager
	Corporate Planning Headquarters
	(Tel: [phone])

Mabuchi Motor to Acquire Small Pumps Manufacturer Oken Seiko Co., Ltd.

MABUCHI MOTOR CO., LTD. (the "Company") announces that the Board of Directors' meeting held today on December 22, 2022, the Company resolved to acquire shares of small pumps manufacturer, Oken Seiko Co, Ltd. ("Oken Seiko") (the "Transaction"), and has entered into a share purchase agreement on the same date.

1. Purpose of the Transaction

Under the Management Principle of "Contributing to International Society and Continuously Increasing Our Contribution", "as a corporate citizen of the world, the Company are continuing to contribute to and increase the happiness of all our stakeholders" as part of the Long-term Management Policy. As the Company enter the last year of the Mid-term Management Plan, the Company intend to provide solutions that contribute to resolving issues facing society and customers today, to ensure that the business is on a path of exponential growth through the success of the customers' business, and to expand and focus on the "3 M application fields", Medical, Mobility and Machinery. The Company will propose solutions which deliver value that the customers truly seek through "Next-GenerationStandardization Strategy" that aims to provide stable supply of compact, lightweight, highly efficient motors at reasonable prices, and respond to the diverse unit demands that combine options for motors and peripheral parts in these focus areas.

The Oken Seiko Group, which consists of Oken Seiko and its affiliated companies, is a leading manufacturer of rolling pumps1 with a history of over 40 years. Oken has unique proprietary technology that produces long-life, low-vibration, low-noisepumps that was developed as a result of responding to customer needs over the years, and has continued to produce and sell small-sizedpumps mainly for health and medical

1A general term for diaphragm-driven small pumps, consisting of three types: air pumps (positive gas pressure), vacuum pumps (negative gas pressure), and liquid pumps (positive liquid pressure).

equipment, automotive electrical equipment, and home appliances applications. Oken Seiko has a long track record of manufacturing products worldwide and operating several production facilities in countries such as Japan (Nagano Prefecture), China (Dalian) and Vietnam (Dong Nai Province) as well as establishing stable business relationships with major domestic and overseas customers. It also develops, produces, and sells small pumps incorporating the Company's motors, and the Company has worked together as excellent business partners for many years.

The Company will acquire and utilize Oken Seiko's technology, know-how, R&D capabilities, and product lineup of rolling pumps, and promote sales of unit options that integrate small motors and pumps. The Company will also propose value-added solutions including unit sales to the customers, create synergies in the "3 M application fields", and strive to realize vision and corporate philosophy in the long term.

2. Overview of Oken Seiko

(1)	Company name	Oken Seiko Co., Ltd.
(2)	Location	706 Yanokuchi, Inagi City, Tokyo Japan
(3)	Representative	Hidehiro KAKIZAWA, President and Representative Director
(4)	Business description	Manufacture and sale of small pumps for health and medical care
		equipment, automotive products, and home appliances
(5)	Paid in Capital	JPY 20 million
(6)	Established	December 17, 1975
(7)	Major shareholder and	Hidehiro KAKIZAWA 67.5%
	ownership (Note 1)	Suzuko KAKIZAWA 6.1%
		OKEN Co., Ltd. 26.4%
		Capital relationship	None
(8)	Relationship between Oken	Personnel relationship	None
Seiko and the Company
Business relationship	Oken Seiko purchases motors from
			the Company

(9) Three-year financial summary (Note 2)

Fiscal year ended	September 2020	September 2021	September 2022
Sales	JPY 3,021 million	JPY 3,216 million	JPY 3,179 million

(Note 1) The major shareholders of Oken Seiko as of December 22, 2022 are as described, but prior to the execution of this Transaction, Oken Seiko acquired all outstanding shares of Oken Co., Ltd. ("Oken"), and in addition to transferring issued shares of Oken Seiko to the transferor as consideration, all Oken Seiko shares held by Oken was transferred as dividends in kind to Oken Seiko (such Transactions collectively referred to as "pre- organizational restructuring"). As a result, the number of shareholders in Oken Seiko (excluding treasury shares) at the time of the execution of this Transaction is expected to be three: Hidehiro KAKIZAWA, Suzuko KAKIZAWA, and Kazue AKAMINE.

(Note 2) As Oken Seiko does not prepare consolidated financial statements, financial figures of the group (the

Company and its three affiliates) were simply combined.

3. Overview of the Sellers

(1)	Name	Hidehiro KAKIZAWA, Suzuko KAKIZAWA, Kazue AKAMINE
	Relationship between	There is no capital, personal, or business relationships between the
(2)	the Sellers and the
Company and the Sellers.
	Company

4. Transaction overview

The purchase price is confidential due to the agreement with the Sellers, however the Company will acquire 100% of Oken Seiko shares post pre-organizational restructuring for cash considerations. The estimated closing of this Transaction is scheduled for late January 2023, but this may change due to filing procedures with the relevant authorities or other reasons.

5. Future outlook

The impact of this Transaction on the consolidated performance and financial standings of the Company for the current fiscal year is limited.

End of Document

Acquisition of Oken Seiko Co., Ltd.,

a leading manufacturer of small pumps

Mabuchi Motor Co., Ltd. (Securities code: 6592)

Actuating Your Dreams

December 22, 2022

Company Profile (1/2)

About Oken Seiko

Strategic Significance

Established	:	December 17, 1975
Representative	:	Hidehiro KAKIZAWA
Business	: Manufacture and sale of small pumps
Location	:
		Japan(Nagano), China, Vietnam

Fiscal year ended	Sept. 2020	Sept. 2021	Sept. 2022
Sales	JPY 3,021 million	JPY 3,216 million	JPY 3,179 million

(Note) As Oken Seiko does not consolidate its financial statements, data for the group (the Company and its three affiliated companies) are simply combined.

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