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Notice Regarding Acquisition of Shares (Transfer Agreement) of Nihon Eyedrops Research Institute Co., Ltd.

Management

Notice Regarding Acquisition of Shares (Transfer Agreement) of Nihon Eyedrops Research Institute Co., Ltd.

Nov 13, 2019

ROHTO Pharmaceutical Co., Ltd. (President: Masashi Sugimoto, hereinafter referred to as "ROHTO Pharmaceutical") has resolved to acquire all shares of Nihon Eyedrops Research Institute Co., Ltd. (President: Ayumi Uetake, hereinafter referred to as "Nihon Eyedrops Research Institute") with the aim of expanding its business in the ophthalmology field. We are pleased to announce that the share transfer agreement was concluded on today's date. We will proceed with the necessary procedures to achieve the transfer completion on March 1, 2020.

Reason for Share Acquisition

Nihon Eyedrops Research Institute is a company established in 1961, primarily engaged in the manufacturing and sale of medical ophthalmic eyedrops. Since its founding, the company has continued its research and development of "eye-friendly eyedrops," featuring the "PF Delami Container" for preservative-free eyedrops and a stable production system supported by advanced manufacturing technology, as well as a nationwide distribution network to ophthalmologists.
The purpose of this share acquisition is to synergize the technical expertise of Nihon Eyedrops Research Institute in areas such as the "PF Delami Container" and various ophthalmic eyedrops with ROHTO Pharmaceutical's strength as a leader in over-the-counter eyedrops. We aim to develop and introduce outstanding ophthalmic products that are unique and expand our business not only domestically but also in the international ophthalmology field.
Leveraging Nihon Eyedrops Research Institute's foundation and track record as a manufacturer and distributor of medical ophthalmic products, we intend to use this opportunity to enter the field of future medical pharmaceuticals and provide products and services that benefit healthcare professionals in the ophthalmology sector, contributing to eye care for people around the world.

Overview of the Parties Involved

(1) Company Name Nihon Eye Drops Research Institute, Inc.
(2) Location 76 Nishisakura-cho, Minami-ku, Nagoya-shi
(3) Representative Director and President Ayumi Uetake
(4) Business Activities Mainly manufacturing and selling medical ophthalmic eyedrops
(5) Capital JPY 960 million
(6) Date of Establishment: November 1961
(7) Number of Employees 252 (As of December 2018, on a standalone basis)
(8) Recent Financial Performance: Sales revenue JPY 5,611 million (Fiscal year 2018, on a standalone basis)
(9) Relationship Between the Listed Company and the Relevant Company Capital Relationship None
Human Relationship None
Transaction Relationship None

Schedule

(1) Date of Board of Directors' Resolution November 13, 2019
(2) Date of Contract Conclusion: November 13, 2019
(3) Scheduled Date of Share Transfer Execution March 1, 2020 (planned)

Future Outlook

The impact on our group's consolidated performance for the fiscal year ending March 2020 is expected to be minimal. We will promptly announce any matters that should be disclosed in the future.