OMRON (6645) investor relations material

Transaction overview

• Acquisition of InterLogic, OnLogic’s holding company, for $675 million enterprise value on a debt-free, cash-free basis; all-cash payment funded from existing cash and deposits, including proceeds from the IAB transaction implemented Oct. 1.

• Reverse triangular merger to acquire all outstanding InterLogic shares; OnLogic will become an indirect, wholly owned subsidiary.

• Board resolution and share purchase agreement dated Oct. 10, 2026; closing planned for January 2027, subject to required approvals and definitive-agreement conditions.

OnLogic profile and performance

• Founded in 2003 and headquartered in Vermont, OnLogic designs, manufactures and sells industrial PCs; it had 301 employees and serves manufacturing, infrastructure and energy customers.

• FY2025 sales were $154.2 million, operating profit $24 million and adjusted EBITDA $27.1 million; FY2026 forecast revenue is $255 million, operating profit $56 million and OPM 22%.

• Serves ~5,500 global customers, including ~2,000 North American FA customers; 65% of revenue comes from non-FA industries.

• Differentiators include modular design with 1 million configurations, a 95% direct-sales ratio and high-mix, low-volume production with lead times as short as 2 days.

Strategic rationale and market reach

• Acquisition is intended to build a North American growth platform, expand beyond factory automation and support GEMBA DX.

• Combining industrial control, sensing and robotics technologies with OnLogic IPCs aims to connect factory-floor data analysis with real-time equipment control and advance manufacturing-site digital transformation.

• Cross-selling will use OnLogic’s customer base, IAB’s distributor network and e-commerce, and collaboration with Cognizant for global majors.

• Expansion opportunities include data centers, infrastructure and energy, where automation and AI adoption support demand for control, monitoring and sensing; over 90% of OnLogic sales are in the Americas and Europe.

• Combining IAB and OnLogic raises the Americas share of IAB revenue from 10% to 16% based on FY2026 figures; the mid-term roadmap targets 8% annual Americas revenue growth.