November 7, 2019

Whom It May Concern
Company:
Representative:

KYORIN Holdings, Inc.
Yutaka Ogihara
Representative Director, President(Security Code: 4569, TSE 1st Sec.)Contact:

Telephone:

Yoshinori Tanifuji
Director, Management Strategy &Planning Division Corporate Planning03-3525-4707

Absorption-type Merger between the Consolidated Subsidiaries

KYORIN Holdings, Inc. has resolved today at the meeting of the Board of Directors to conduct a merger
between its subsidiaries, KYORIN Pharmaceutical Group Facilities Co., Ltd. (head office: Chiyoda-ku, Tokyo;
President and Chief Executive Officer: Michiro Onota) and KYORIN Medical Supply Co., Ltd. (head office:Chiyoda-ku, Tokyo; President and Chief Executive Officer: Yasuo Nii).
1. Background and purpose of the merger
With the drastic revisions to the drug pricing system against a backdrop of the government’s measures to curtailsocial security costs, the operating environment for Japan’s pharmaceutical industry is becoming increasingly
severe. In response to this environment, the Kyorin Group has set “Enhancing cost reductions” as one of thepriority strategies in its HOPE100–Stage 2– medium-term business plan (2016–2019) under the HOPE100
long-term vision, and working to improve management efficiency. Up until now, KYORIN Medical SupplyCo., Ltd. has been engaged in businesses including publishing and production, shared service, andenvironmental hygiene, and KYORIN Pharmaceutical Group Facilities Co., Ltd. has been engaged in themanufacture and sales of prescription medicines. In an effort to effectively utilize the Group’s management
resources and improve its management efficiency, the Company has decided to conduct an absorption-typemerger.
2. Summary of the merger(1) Date of the merger (effective date)
April 1, 2020 (scheduled)(2) Method of the merger
An absorption-type merger will be conducted with KYORIN Pharmaceutical Group Facilities Co., Ltd.
as the surviving company and KYORIN Medical Supply Co., Ltd. as the absorbed company.
(3) Description of allotment upon the merger
Because the merger will be conducted between wholly owned subsidiaries of the Company, there will be
no allotment of shares or other financial assets, etc., upon this merger.

3. Outline of companies involved in the merger
NameKYORIN Pharmaceutical Group Facilities Co.,KYORIN Medical Supply Co., Ltd.

Ltd.
Head office

6, Kanda Surugadai 4-chome, Chiyoda-ku, Tokyo

2-11, Kanda Tsukasamachi 2-chome, Chiyoda-ku,

Representative

Michiro Onota

Yasuo Nii

Scope of business

Manufacture and sales of prescription medicines

Environmental hygiene, sales promotion,

Capital

350 million yen

488 million yen

Establishment

October 2, 2017

May 4, 1959

Account closing date

March 31

March 31

Major shareholders andKYORIN Holdings, Inc.: 100%KYORIN Holdings, Inc.: 100%Tokyo

planning and production of advertising

shareholding ratios

4. Outline after the merger
Name

KYORIN Pharmaceutical Group Facilities Co., Ltd.

Head office

6, Kanda Surugadai 4-chome, Chiyoda-ku, Tokyo

Representative

Michiro Onota

Scope of business

Manufacture and sales of prescription medicines

Capital

350 million yen

Establishment

October 2, 2017

Account closing date

March 31

Major shareholders andKYORIN Holdings, Inc.: 100%

shareholding ratios

5. Future outlook
Because this merger will be conducted between wholly owned subsidiaries of the Company, the financial
impact is minimal on the Group’s financial results.