December 26, 2019
To Whom It May Concern:
Company: Sumitomo Heavy Industries, Ltd.
Representative: Shinji Shimomura
Representative Director & President(Listed on TSE 1st Section under Code No.
6302）
Contact: Michiko Watanabe, General Manager,
Corporate Communications Department(Telephone: 03-6737-2333)

Notice of an absorption-type merger with a consolidated subsidiary
This is to notify that at a Board of Directors meeting of Sumitomo Heavy Industries, Ltd. (hereinafter referred toas “SHI” or the “Company”) held today, a resolution was passed to carry out an absorption-type merger ofSumiju Plant Engineering Co., Ltd., a wholly-owned SHI subsidiary. The effective date of the merger is
expected to be April 1, 2020. As this move is considered to be a simplified absorption-type merger of aconsolidated SHI subsidiary, certain matters and content are omitted from this disclosure.
DETAILS
1. Purpose of Merger
The SHI Group actively promotes its circulating fluidized bed (CFB) boiler and environmental equipment
business globally through the Environmental Facilities & Plants Group. Through the absorption-typemerger of Sumiju Plant Engineering Co., Ltd., and integration into the Energy & Environment Group, theCompany aims to consolidate management resources and further strengthen the product competitiveness of
its CFB boilers and environmental equipment.
2. Outline of Merger(1) Merger Schedule
Date of Board of Directors Meeting to Approve Merger Contract
December 26, 2019
Date of Finalizing Merger Agreement
December 26, 2019
Estimated Day of Merger (Effective Date)
April 1, 2020
* Note - This company merger falls under the category of a simplified merger under Article 796,
Paragraph 2 of the Companies Act, and an abbreviated merger under Article 784, Paragraph 1 of theCompanies Act. Accordingly, the merger is carried out without obtaining approval for the merger
agreement at a general shareholders’ meeting to be held at each of the surviving company and the nonsurviving company.
(2) Merger Methodology
This is an absorption-type merger whereby the Company becomes the surviving company while Sumiju
Plant Engineering Co., Ltd. is dissolved.
(3) Share Allotments Associated with Merger
This is a merger by the Company with its wholly-owned subsidiary and therefore no new shares will beissued and no cash payment will be made.
(4) Treatment of Stock Options or Convertible Bonds if Applicable in the Merger
Not applicable13. Profiles of Companies Involved in Merger (as of September 30, 2019)(1) Trade Name
(2) Description ofBusinessOperations

Sumitomo Heavy Industries, Ltd.
(Surviving Company)
Manufacture and sales of diverse sorts of industrial
machines ranging from general industrial machinery toprecision control machinery

Sumiju Plant Engineering Co., Ltd.
(Non-Surviving Company)
Design, manufacture, sales,
alteration, repair, inspection andmaintenance of chemical equipment,
environmental equipment andgeneral industrial machinery
October 1, 1986

(3) Date ofEstablishment(4) Address of HeadOffice(5) Representative

November 1, 1934

(6) Capital(7) Number ofShares Issued(8) Fiscal Year End(9) Total Number ofEmployees(10) Major
Shareholders andShareholding Ratios

JPY30,872 million
122,905,481 shares25-9 Nishi-Gotanda 7-Chome,Shinagawa-ku, Tokyo, Japan
Shiro Matsumura, Representative
Director & President
JPY50 million
1,001 shares

March 31
22,543

March 3179

1-1 Osaki 2-Chome, Shinagawa-ku, Tokyo, Japan
Shinji Shimomura, Representative Director & President

The Master Trust Bank of Japan, Ltd. (Trust Account)
Sumitomo Heavy Industries, Ltd.
(8.2%);(100%).
Japan Trustee Services Bank, Ltd. (Trust Account) (5.3%);
NORTHERN TRUST CO. (AVFC) RE SILCHESTERINTERNATIONAL INVESTORS INTERNATIONALVALUE EQUITY TRUST (3.9%);
Sumitomo Life Insurance Company (3.5%);
NORTHERN TRUST CO. (AVFC) RE U. S. TAXEXEMPTED PENSION FUNDS (2.4%).
(11) The Financial Condition and the Earnings of the Immediately Preceding Business Year (Ended March 2019)
Net Assets
JPY465,001 million (consolidated basis)
JPY6,217 million
Total Assets
JPY954,051 million (consolidated basis)
JPY8,394 million
Net Assets Per
JPY3,701.01 (consolidated basis)
JPY6,210,869.95
ShareSales
JPY903,051 million (consolidated basis)
JPY8,843 million
Operating Income
JPY75,244 million (consolidated basis)
JPY1,699 million(or Loss)
Ordinary Income
JPY72,623 million (consolidated basis)
JPY1,704 million(or Loss)
Net Income for the
JPY45,650 million (consolidated basis)
JPY1,123 million
Fiscal YearNet Income Per
JPY372.56 (consolidated basis)
JPY1,122,070.46
Share for the Fiscal
Year

4. Post-Merger Condition
SHI’s trade name, address, name and position of representative, description of business operations, capital,and fiscal year end date will not change as a result of the merger.
5. Impact on Financial Results
The merger is a merger between the Company and its consolidated subsidiary and therefore it will notaffect the Company’s consolidated earnings.
END2