Topics of this term

Overview of the TOB for the Investment Unit of CSIF
Measures implemented in the 16h period and their effects

Overview of the TOB for the Investment Unit of CSIF

Hulic Co., Ltd. has decided to acquire the investment units of CSIF through a TOB under the Financial Instruments and Exchange Act on June 30, 2025, and CSIF has expressed its support for the TOB.

Overview of the TOB

As of August 13, 2025

Announcement date	July 30, 2025 (Amended on August 13, 2025)
Bidder	Hulic Co., Ltd.
TOB Price	86,710 yen per unit (After Amendment: 89,930 yen)
＃of investment units to purchase	Upper Limit：20.00% (85,885 units) Lower Limit：20.00% (85,885 units)
TOB premium	Previous business day : 15.00% (After Amendment 19.27%) Last 1 month : 9.80% (After Amendment 13.88%) Last 3 months : 12.35% (After Amendment 16.53%) Last 6 months : 14.10% (After Amendment 18.34%)
TOB Period	30 business days (After Amendment 45 business days) (July 1, 2025 ～August 13, 2025/After Amendment September 3, 2025)
Settlement date	August 20, 2025 (After Amendment September 10)

Outline of Support Agreement and Shareholders' Agreement (Excerpt)

Support Agreement	CSIF and CSAM have signed a support agreement with the Bidder on June 30, 2025, with a condition precedent that the TOB is consummated, for the purpose of contributing to the growth of the Investment Corporation and eventually to the stabilization and increase of distributions i. Provision of Information about the Sale of Properties Owned by the Bidder’s Group － When the Bidder’s Group intends to sell renewable energy power generation facilities, etc. that it owns, efforts shall be made to provide the information that can be reasonably provided to CSIF and CSAM ii. Provision of Information Possessed by Third Parties － About information about renewable energy power generation facilities, etc. owned, developed, or operated by third parties other than the Bidder’s Group, when CSIF or CSAM has requested the information and the third party has approved it, the Bidder shall make efforts to provide information that can be reasonably provided iii. Provision of a Warehousing Function － When considerations related to the temporary holding (warehousing) of renewable energy power generation facilities have been requested by CSIF with the aim of it acquiring the renewable energy power generation facilities in the future, considerations shall be made in good faith. iv. Support for the Sale of Electricity － The Bidder may request that CSIF and CSAM consider the conclusion of an agreement related to the wholesale supply of specified renewable electricity and an agreement on acquisition of FIT Non Fossil Certificates with tracking information with an electricity retailer specified by the Bidder, and when this has been requested, CSIF and CSAM shall in good faith consider v. Holding of the Investment Units of the Investment Corporation － When CSIF newly issues Investment Units, CSIF and CSAM shall take reasonable measures, so that the percentage of the Investment Units of CSIF owned by the Bidder will not be below 20%.
Unitholders Agreement	Effective on June 30, 2025, the Bidder and the Sponsor signed a unitholder agreement with a condition precedent that the TOB is consummated to (1) agree on specific matters regarding the holding of the Investment Units of CSIF and (2) reach agreement on collaborations in the fields of business in which the Bidder and the Sponsor operate and other matters i. About the Bidder’s Holding of the Investment Units of the Investment Corporation － Where the Bidder desires to acquire additional Investment Units of CSIF, the Bidder shall notify the Sponsor of the acquisition in advance and consult the Sponsor in good faith ii. Collaborations in Business Fields － Regarding the Sponsor’s projects to develop grid-scale battery storage and solar power generation facilities, the Sponsor shall strive to provide the Bidder with opportunities to consider investment within a scope that will not interfere with the Sponsor’s provision of services to CSIF and CSAM based on the sponsor support agreement dated September 22, 2017

Support Agreement

CSIF and CSAM have signed a support agreement with the Bidder on June 30, 2025, with a condition precedent that the TOB is consummated, for the purpose of contributing to the growth of the Investment Corporation and eventually to the stabilization and increase of distributions

i. Provision of Information about the Sale of Properties Owned by the Bidder’s Group

－ When the Bidder’s Group intends to sell renewable energy power generation facilities, etc. that it owns, efforts shall be made to provide the information that can be reasonably provided to CSIF and CSAM

ii. Provision of Information Possessed by Third Parties

－ About information about renewable energy power generation facilities, etc. owned, developed, or operated by third parties other than the Bidder’s Group, when CSIF or CSAM has requested the information and the third party has approved it, the Bidder shall make efforts to provide information that can be reasonably provided

iii. Provision of a Warehousing Function

－ When considerations related to the temporary holding (warehousing) of renewable energy power generation facilities have been requested by CSIF with the aim of it acquiring the renewable energy power generation facilities in the future, considerations shall be made in good faith.

iv. Support for the Sale of Electricity

－ The Bidder may request that CSIF and CSAM consider the conclusion of an agreement related to the wholesale supply of specified renewable electricity and an agreement on acquisition of FIT Non Fossil Certificates with tracking information with an electricity retailer specified by the Bidder, and when this has been requested, CSIF and CSAM shall in good faith consider

v. Holding of the Investment Units of the Investment Corporation

－ When CSIF newly issues Investment Units, CSIF and CSAM shall take reasonable measures, so that the percentage of the Investment Units of CSIF owned by the Bidder will not be below 20%.

Unitholders Agreement

Effective on June 30, 2025, the Bidder and the Sponsor signed a unitholder agreement with a condition precedent that the TOB is consummated to (1) agree on specific matters regarding the holding of the Investment Units of CSIF and (2) reach agreement on collaborations in the fields of business in which the Bidder and the Sponsor operate and other matters

i. About the Bidder’s Holding of the Investment Units of the Investment Corporation

－ Where the Bidder desires to acquire additional Investment Units of CSIF, the Bidder shall notify the Sponsor of the acquisition in advance and consult the Sponsor in good faith

ii. Collaborations in Business Fields

－ Regarding the Sponsor’s projects to develop grid-scale battery storage and solar power generation facilities, the Sponsor shall strive to provide the Bidder with opportunities to consider investment within a scope that will not interfere with the Sponsor’s provision of services to CSIF and CSAM based on the sponsor support agreement dated September 22, 2017

Measures implemented in the 16h period and their effects

Based on the new cash management policy, CSIF repurchased its own investment units and acquire new assets from among five alternatives for cash surplus generated based on distributions in excess of earnings, taking into account the current business environment and investment unit prices.

Overview of repurchase of investment units

CSIF decided to repurchase its own investment units for the second time on February 14, 2025, following the first repurchase in August 2024, in the belief that improving capital efficiency and returning profit to unitholders through the repurchase and cancellation of its own investment units will lead to an increase in unitholders' value over the medium to long term.

	Initial decision	Acquisition results
Total number of own investment units	12,000 units (maximum)	10,576 units (Cancelled on June 30, 2025)
Total amount of acquisition price	¥800,000,000 (maximum)	¥799,965,600