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The English translation is provided for information purposes only. If any discrepancy arises between thistranslation and the Japanese original, the Japanese original shall prevail. This press release may not be
published, distributed, or diffused in the United States of America. This press release is not an extension intothe United States or the offer mentioned herein. Please see the important notice at the end of this press
release.

September 28, 2012
To Whom It May Concern
Covalent Materials Corporation

Re: Bondholders’ Intention concerning Amendment to the Terms and Conditions(Extension of Maturity Date, Increase in Interest Rate, Increase in Redemption
Amount, etc.) and Offer to Purchase of the 1st Series Unsecured Bonds (part 2)

Covalent Materials Corporation (the “Company”) announced in the press release “Re:
Bondholders’ Intention concerning Amendment to the Terms and Conditions (Extension ofMaturity Date, Increase in Interest Rate, Increase in Redemption Amount, etc.) and Offer toPurchase of the 1st Series Unsecured Bonds”, dated September 14, 2012, that a group ofbondholders expressed their intention related to the bondholders meeting, as well as the offer topurchase of the 1st Series Unsecured Bonds (the “Bonds”).
Today, the Company was informed by a group of bondholders (the "Group") represented byBlackstone Advisory Partners L.P., that approximately 65% of the total Bonds outstanding haveagreed to vote in favor of the proposal at the bondholders meeting and tender all Bonds held bythem into the purchase offer at the terms referred to in the press release “Re: Holding ofBondholders Meeting concerning Amendment to the Terms and Conditions (Extension of Maturity
Date, Increase in Interest Rate, Increase in Redemption Amount, etc.) and Offer to Purchase of the
1st Series Unsecured Bonds”, dated September 13, 2012.
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Furthermore, based on voting forms received by the Company to date, and combined with theGroup's holdings, the Company believes it will receive more than 2/3 of the total outstanding
Bonds voting in favor of the proposal at the bondholder meeting.
For details related to the proposal and the conditions of the purchase offer, please refer to the press
release “Re: Holding of Bondholders Meeting concerning Amendment to the Terms andConditions (Extension of Maturity Date, Increase in Interest Rate, Increase in Redemption Amount,etc.) and Offer to Purchase of the 1st Series Unsecured Bonds”, dated September 13, 2012.

＊ For inquiries regarding the bondholders meeting:Accounting & Finance, Finance Group,
Covalent Materials Corporation
For English communication, please contact us at the E-mail address below.
(E-mail: IR-contact@covalent.co.jp

Mobile: +81-70-6526-8230)

Note:
This press release may not be published, distributed, diffused or otherwise sent into the UnitedStates of America (including its territories and possessions, every State in the United States and theDistrict of Columbia). This press release does not constitute an extension into the United States of thetender offer mentioned in this press release.
The contents of this press release have not been reviewed by any regulatory authority in HongKong. You are advised to exercise caution in relation to the offer. If you are in any doubt about
any of the contents of this press release, you should obtain independent professional advice.
Nothing in this press release is intended to be an offering of any Bonds or any form of securities inHong Kong, by means of any document. Any offer to repurchase the Bonds is only available to existing
holders of the Bonds who are (a) “professional investors” as defined in the Securities and Futures
Ordinance (Cap. 571) of Hong Kong (the “SFO”) and any rules made thereunder; or (b) in other2

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circumstances which do not result in the press release or any accompanying document being a“prospectus” as defined in the Companies Ordinance (Cap. 32) of Hong Kong ("CO") or which do notconstitute an offer to the public within the meaning of the CO.
No advertisement, invitation or document relating to the Bonds, which is directed at, or the contents ofwhich are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under
the securities laws of Hong Kong) has been or will be issued other than with respect the Bonds which
are or are intended to be acquired only from persons outside Hong Kong or only from existing holdersof the Bonds who are “professional investors” as defined in the SFO and any rules made thereunder orwhose dealings are otherwise permitted under the SFO or the CO.

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