Corporate Events

On June 23, 2025, Adeka Corporation announced that that it held its 163 annual general meeting of shareholders on June 20, 2025, and declared voting results. Accordingly, the shareholder proposal to amendment to the Company's articles of incorporation to establish a special committee was rejected.

Adeka Corporation Announced the retirement of Akio Okuyama as External Director, Audit and Supervisory Committee Member, due to term expiration.

Adeka Corporation provided second quarter end dividend guidance for the Fiscal year ending March 31, 2026. For the period, the company expects second quarter end dividend of JPY 52.00 per share compared to JPY 48.00 per share a year ago.

Adeka Corporation provided Consolidated earnings guidance for the year Six months ending September 30, 2025 and full year ending March 31, 2026. For the Six months, the company expects net sales of JPY 207,000 million, Operating profit of JPY 18,300 million, Profit attributable to owners of parent of JPY 12,100 million and Basic earnings per share of JPY 118.94 per share. For the year, the company expects net sales of JPY 441,000 million, Operating profit of JPY 43,000 million, Profit attributable to owners of parent of JPY 26,400 million and Basic earnings per share of JPY 259.50 per share.

Adeka Corporation provided year end dividend guidance for the Fiscal year ending March 31, 2026. For the period, the company expects year end dividend of JPY 52.00 per share compared to JPY 52.00 per share a year ago.

Adeka Corporation (the "Company") announced that it has received a document from the Company's shareholder (the "Proposing Shareholder") stating its intention to make a proposal (the "Shareholder Proposal") at the company 163th Ordinary General Meeting of Shareholders scheduled to be held on June 20, 2025. The Company announced that the Board of Directors, at its meeting held on May 14, 2025, have resolved to oppose the Shareholder Proposal as follows. Proposing Shareholder City Index Eleventh Co. Ltd. Details of the Shareholder Proposal Proposed Agenda: Amendment to the Company's articles of incorporation to establish a special committee tasked with the holding policy for listed subsidiaries (currently, specifically, NIHON NOHYAKU CO., LTD.) The Company's Board of Directors Opposes this Shareholder Proposal. (Reason for opposition): the company Board of Directors is currently composed of five independent external directors with knowledge and experience in corporate management, sustainability, global, financial strategy and accounting, HR development, etc., four executive directors who are familiar with the company business, and one non-executive director who is a full-time audit and supervisory committee member. By ensuring that half of the total number of directors are independent external directors, The company aim to ensure the independence of the Board of Directors and management transparency. Independent external directors, including those who are knowledgeable about corporate legal affairs and who also have sufficient knowledge of corporate governance, provide advice and supervision from an objective perspective independent of the management, aimed at promoting the company sustainable growth and enhancement of the Company's medium-to long-term corporate value. In addition, the audit and supervisory committee, composed of directors who are members of the audit and supervisory committee (three members, including two independent external directors), has a system to fully monitor the execution of duties by directors. In this way, under the supervision of independent external directors with the above-mentioned knowledge and directors serving as the audit and supervisory committee members, the company Board of Directors has established a system that enables all members of the board of directors to grasp and share the situation, transparency, appropriateness, and reasonableness of business execution and make important decisions. In addition, The company is aiming to further enhance group governance and group risk management in order to establish a resilient management foundation, which is one of the basic strategies set in the company mid-term management plan "ADX2026" announced on April 1, 2024. Under this basic strategy, the company Board of Directors has been continuously discussing the company group-wide approach to governance, including the policy on holding listed subsidiaries. The company is also seriously considering the response measures for dealing with concerns, such as conflicts of interest with minority shareholders, and the development of the governance system, which are pointed out by the Proposing Shareholder. Furthermore, while respecting the independence of the management of NIHON NOHYAKU CO., LTD., The company also have considered measures to enhance the corporate value of NIHON NOHYAKU CO., LTD., which is pointed out by the Proposing Shareholder, and will continue to consider such measures on an ongoing basis. In addition, The company disclose the company group-wide approach to governance, including the policy on holding listed subsidiaries mentioned above, in accordance with the "Enforcement Rules for Securities Listing Regulations" of the Tokyo Stock Exchange, Inc, through the "Corporate Governance Report." The company will continue to strive for improved disclosure and engage in ongoing discussions with capital markets to enhance the company communication. This Shareholder Proposal calls for the establishment of a "Special Committee" composed of all external directors to consider the policy on holding listed subsidiaries. Ho The company ver, the company group-wide approach to governance, including the policy on holding listed subsidiaries, is closely related to the management strategies and business strategies of the company entire group. The company believe that such matters are more appropriately discussed and considered by the Board of Directors, which has the above-mentioned governance system and involves executive directors who are familiar with the company business, rather than by a "Special Committee" composed solely of external directors. The articles of incorporation, in the first place, set out the fundamental principles of a company's organization and management. The Shareholder Proposal requires that the articles of incorporation be amended to stipulate that the Special Committee shall review the policy on holding the company listed subsidiaries, recommend the results of the deliberations to the Board of Directors at least once a year as a statement of opinions and explain them to shareholders. As mentioned above, the determination of the policy on holding listed subsidiaries includes specific details that should be left to business judgement by the Board of Directors. Furthermore, the Board of Directors, which has the most knowledge, ability and information necessary for business judgement, should make decisions on internal systems and processes for reviewing, deciding on and announcing these matters, based on the circumstances at the time. In addition, uniformly and rigidly stipulating in the articles of incorporation an obligation to explain specific matters at the stage of consideration to shareholders without going through the above-mentioned decision-making process of the Board of Directors involves the risk such as causing unnecessary speculation in the capital markets, and therefore cannot be considered an appropriate approach for the Company, its shareholders, and investors. Consequently, the partial amendment to the articles of incorporation sought by this Shareholder Proposal to establish a "Special Committee" is, by its very nature, inappropriate for the articles of incorporation and goes beyond the scope of typical articles of incorporation. The company believe that such an amendment of the articles of incorporation could lead to rigidity in business judgment and process, and even impair their agility and flexibility. For the reasons stated above, the Company's Board of Directors opposes this Shareholder Proposal.

Adeka Corporation, Annual General Meeting, Jun 20, 2025.

On May 14, 2025, ADEKA Corporation, announced its opposition to a shareholder proposal submitted by City Index Eleven Co., Ltd. for the upcoming 163rd Annual General Meeting of Shareholders scheduled for June 20, 2025. The proposal seeks to amend the Articles of Incorporation to establish a special committee to consider the holding policy of a listed subsidiary, specifically Nippon Noyaku Co., Ltd. The Board of Directors opposes this proposal, stating that the governance of listed subsidiaries is closely tied to overall management and business strategies, which should be discussed within the Board rather than through a separate committee. They emphasize that the current Board structure, which includes independent outside directors and executive directors, is designed to ensure transparency and effective decision-making. The Board also highlighted that the establishment of a special committee could lead to unnecessary speculation in the capital market and undermine the management's judgment, which is essential for making informed decisions regarding the holding policy of subsidiaries. Therefore, the Board believes that the proposal does not align with the company's governance principles and opposes its adoption.

Adeka Corporation, Board Meeting, Jun 20, 2025. Agenda: To officially determine the changes of officers.

Adeka Corporation, Board Meeting, May 14, 2025. Agenda: To make changes of officers.

On April 18, 2025, Adeka Corporation announced that it has received a document on April 17, 2025, from City Index Eleventh Co Ltd, made a shareholder proposal requesting the Company to amendment to the Company’s articles of incorporation to establish a special committee tasked with the holding policy for listed subsidiaries (currently, specifically, Nihon Nohyaku Co., Ltd.), for the annual meeting of shareholders scheduled to be held in June 2025. In addition, the Company stated that will carefully consider and deliberate the details of the Shareholder Proposal and disclose the opinions of the Board of Directors promptly once determined.

Adeka Corporation announced that it has received a document dated April 17,2025 stating that the Company's shareholder (the "Proposing Shareholder") has made a proposal for the agenda (the "Shareholder Proposal") for the 163rd Ordinary General Meeting of Shareholders scheduled to be held in June 2025. Agenda proposed in Shareholder Proposal: Amendment to the Company's articles of incorporation to establish a special committee tasked with the holding policy for listed subsidiaries (currently, specifically, NIHON NOHYAKU CO., LTD.).

Adeka Corporation, 2025 Earnings Call, May 28, 2025

Adeka Corporation announced that they will report fiscal year 2025 results at 1:00 PM, Tokyo Standard Time on May 14, 2025

Adeka Corporation has filed a Shelf Registration. Security Name: Bonds Principal Amount: ¥30 billion

Kobe Bussan Co., Ltd. (TSE:3038) agreed to acquire Uehara Foods Industry Co., Ltd. from Adeka Corporation (TSE:4401) for Approximately ¥700 million on January 22, 2025. A cash consideration of ¥700 million will be paid by Kobe Bussan Co., Ltd. As part of consideration, ¥700 million is paid towards common equity of Uehara Foods Industry Co., Ltd. For the period ending March 31, 2024, Uehara Foods Industry Co., Ltd. reported total revenue of ¥1.56 billion, operating loss of ¥14 million and net loss of ¥16 million. As of March 31, 2024, Uehara Foods Industry Co., Ltd. reported total assets of ¥908 million and net liabilities of ¥590 million. The expected completion of the transaction is April 1, 2025.

Adeka Corporation expected to report Fiscal Year 2025 results on May 12, 2025. This event was calculated by S&P Global (Created on January 5, 2025).

Adeka Corporation, Q3 2025 Earnings Call, Feb 27, 2025

Adeka Corporation announced that they will report Q3, 2025 results on Feb 12, 2025

Adeka Corporation revised consolidated earnings guidance for the fiscal full year ending March 31, 2025. For the year, the company expects now expects net sales of JPY 426,000 million, Operating profit of JPY 41,100 million, Profit attributable to owners of parent of JPY 24,500 million and Basic earnings per share of JPY 240.88 per share against previous guidance of net sales of JPY 426,000 million, Operating profit of JPY 39,200 million, Profit attributable to owners of parent of JPY 24,200 million and Basic earnings per share of JPY 236.95 per share. Reasons for the revision: The full year of consolidated financial forecast has been revised based on the results for the 1st half (interim) consolidated cumulative period announced on November 12, 2024 and recent performance trends. From the third quarter onward, the outlook is expected to remain uncertain due to factors such as the slowdown in the Chinese economy, the impact of the situation in the Middle East, and trends in automobile production. However, operating profit is expected to exceed the previous forecast (announced on Aug. 9, 2024) due to the expansion of sales of high-value products in the Chemicals business, mainly for the automotive, consumer electronics, and electronic equipment-related industries. Adjustments to ordinary profit and net income are attributable to an increase in operating profit.

Adeka Corporation, ¥ 49.0, Cash Dividend, Mar-28-2025

Adeka Corporation expected to report Q3 2025 results on February 10, 2025. This event was calculated by S&P Global (Created on November 12, 2024).

Adeka Corporation, Board Meeting, Nov 12, 2024. Agenda: To consider revise distribution of dividends.

Adeka Corporation, Q2 2025 Earnings Call, Nov 26, 2024

From August 22, 2024 to August 23, 2024, the company has repurchased 480,000 shares, representing 0.47% for ¥1,445.76 million. With this, the company has completed the repurchase of 480,000 shares, representing 0.47% for ¥1,445.76 million under the buyback announced on August 22, 2024.

The company closed its plan n August 23, 2024.

Adeka Corporation, Board Meeting, Aug 22, 2024. Agenda: To consider and approve for acquisition of own shares.

The Board of Directors of Adeka Corporation has authorized a buyback plan on August 22, 2024.

Adeka Corporation (TSE:4401) announces a share repurchase program. Under the program, the company will repurchase up to 480,000 shares, representing 0.47% of its issued share capital (excluding treasury stock), for a total purchase price of ¥1,445.76 million. The shares will be repurchased at a price of ¥3,012 per share. The purpose of the program is to improve capital efficiency and prepare for a flexible capital strategy in the future. As of March 31, 2024, the company had 102,559,498 issued shares (excluding treasury stock) and 1,208,644 treasury shares.

Adeka Corporation provided dividend guidance for the Year- Ending March 31, 2025 of JPY 45.00 per share as compared to JPY 50.00 per share paid a year ago.

Adeka Corporation provided dividend guidance for the second quarter end of of Fiscal Year March 31, 2025 of JPY 45.00 per share as compared to JPY 40.00 per share paid a year ago.

Adeka Corporation provided earnings guidance for the year Six months ending September 30, 2024 and full year ending March 31, 2025. For the Six months, the company expects net sales of JPY 197,000 million, Operating profit of JPY 17,000 million, Profit attributable to owners of parent of JPY 11,700 million and Basic earnings per share of JPY 114.56 per share. For the year, the company expects net sales of JPY 426,000 million, Operating profit of JPY 39,200 million, Profit attributable to owners of parent of JPY 24,200 million and Basic earnings per share of JPY 236.95 per share.

Adeka Corporation, Q1 2025 Earnings Call, Aug 29, 2024