April 7, 2022
Company Name: Nihon Dempa Kogyo Co., Ltd.
Representative: Hiromi Katoh, Representative Director and President(Code: 6779 Tokyo Stock Exchange, Prime Market)
Contact:
Yuzuru Takeuchi, Senior Corporate Officer and General Manager of
Administration Division(Phone: +81-3-5453-6711)
Re: Determination of Issue Price, Disposal Price and Selling Price, Etc. andReduction of Amounts of Capital Stock and Legal Capital Surplus Concurrently
with Issuance of New Shares
Nihon Dempa Kogyo Co., Ltd. (“NDK” or “we”) hereby announces that the issue price,
the disposal price and the selling price, etc. have been determined as follows with respect
to the issuance of new shares, the disposal of treasury stock and the secondary offering ofshares resolved at a meeting of the Board of Directors of NDK held on March 29, 2022.
In addition, in connection with the determination of the issue price pertaining to theissuance of new shares, etc., the schedule of the reduction of the amounts of capital stockand legal capital surplus concurrently with issuance of new shares resolved at a meetingof the Board of Directors held on March 10, 2022 have been also determined as follows.
I. Issuance of New Shares, Disposal of Treasury Stock and Secondary Offering of Shares
1. Issuance of New Shares through Public Offering (Public Offering)
1,233 yen per share(1) Issue price (offer price)
2,796,567,300 yen(2) Total amount of issue price
1,180 yen per share(3) Amount to be paid in
2,676,358,000 yen(4) Total amount of amount to be paid in
April 8, 2022 (Fri)(5) Subscription period
April 13, 2022 (Wed)(6) Payment date
April 14, 2022 (Thu)(7) Delivery date
(Note) The underwriter will purchase the shares at the amount to be paid and offer
them at the issue price (offer price).

Note: This press release has been prepared for the purpose of announcing to the public certain matters relating todetermination of issue price, disposal price and selling price, etc. and reduction of amounts of capital stock andlegal capital surplus concurrently with issuance of new shares, and not for the purpose of soliciting investment
within or outside Japan. In addition, this press release does not constitute an offer of investment to or a part ofsoliciting activities to purchase the common stock of NDK in the United States. Investors should carefully review
the prospectus for the issuance of new shares the prospectus for the offering of shares, and any amendments
thereto (if any) prepared by NDK prior to making any investment decisions. The securities referred to above havenot been, and will not be registered under the United States Securities Act of 1933, as amended (the “SecuritiesAct”). The securities may not be offered or sold in the United States absent registration or an exemption fromregistration under the Securities Act. The securities referred to above will not be publicly offered or sold in theUnited States. Estimates, expectations, forecasts, and other future information set out in this press release havebeen prepared based on the information that is available for NDK as of today and on certain assumptions andqualifications, and the actual financial performance or results might be substantially different from such future
information contained in the material due to risk factors including domestic and global economic conditions.

2. Disposal of Treasury Stock through Public Offering (Public Offering)
1,233 yen per share(1) Disposal price (offer price)
1,397,852,100 yen(2) Total amount of disposal price
1,180 yen per share(3) Amount to be paid in
1,337,766,000 yen(4) Total amount of amount to be paid in
April 8, 2022 (Fri)(5) Subscription period
April 13, 2022 (Wed)(6) Payment date
April 14, 2022 (Thu)(7) Delivery date
(Note) The underwriter will purchase the shares at the amount to be paid and offer
them at the disposal price (offer price).
3. Secondary Offering of Shares (Offering through Over-Allotment)(1) Number of shares to be offered
510,200 shares(2) Selling price
1,233 yen per share(3) Total amount of selling price629,076,600 yen(4) Subscription period
April 8, 2022 (Fri)
April 14, 2022 (Thu)(5) Delivery date
4. Issuance of New Shares through Third-Party Allotment (the Capital Increase through
Third Party Allotment)(1) Amount to be paid in
1,180 yen per share(2) Total amount of amount to be paid in
602,036,000 yen
May 9, 2022 (Mon)(3) Subscription period
May 10, 2022 (Tue)(4) Payment date
Ⅱ． Reduction of Amounts of Capital Stock and Legal Capital Surplus Concurrentlywith Issuance of New Shares (Progress of Disclosed Matters)
For contemplating to maintain stable dividends after the capital increase describedabove and the acquisition of all of the remaining Class A Shares issued by NDK (5,000shares) (for details, please see the notice “Re: Acquisition and Cancellation of Class A
Shares” dated March 29, 2022), NDK would plan to reduce the amounts of each of thecapital stock and legal capital surplus to be increased as a result of the issuance of newshares through public offering (the “Capital Increase through Public Offering”) as
described in “I. 1. Issuance of New Shares through Public Offering (Public Offering)”
above and the issuance of new shares through third-party allotment (the Capital Increasethrough Third Party Allotment”) as described in “I. 4. Issuance of New Shares through
Third-Party Allotment (the Capital Increase through Third Party Allotment)” above andNote: This press release has been prepared for the purpose of announcing to the public certain matters relating todetermination of issue price, disposal price and selling price, etc. and reduction of amounts of capital stock andlegal capital surplus concurrently with issuance of new shares, and not for the purpose of soliciting investment
within or outside Japan. In addition, this press release does not constitute an offer of investment to or a part ofsoliciting activities to purchase the common stock of NDK in the United States. Investors should carefully review
the prospectus for the issuance of new shares the prospectus for the offering of shares, and any amendments
thereto (if any) prepared by NDK prior to making any investment decisions. The securities referred to above havenot been, and will not be registered under the United States Securities Act of 1933, as amended (the “SecuritiesAct”). The securities may not be offered or sold in the United States absent registration or an exemption fromregistration under the Securities Act. The securities referred to above will not be publicly offered or sold in theUnited States. Estimates, expectations, forecasts, and other future information set out in this press release havebeen prepared based on the information that is available for NDK as of today and on certain assumptions andqualifications, and the actual financial performance or results might be substantially different from such future
information contained in the material due to risk factors including domestic and global economic conditions.

transfer such amount to other capital surplus (the reduction of the amounts of capital stockand legal capital surplus is hereinafter referred to as the “Reduction of Amount of Capital
Stock, etc.”). NDK passed a resolution regarding the Reduction in Amount of Capital, etc.
at a meeting of the Board of Directors of NDK held on March 10, 2022 (for details, please
see the notice “Re: Shelf Registration Statement regarding Issuance of New Shares andDisposal of Treasury Stock and Reduction of Amounts of Capital Stock and Legal CapitalSurplus Concurrently with Issuance of New Shares” dated March 10, 2022 and the notice“Re: Issuance of New Shares, Disposal of Treasury Stock and Secondary Offering ofShares and Reduction of Amounts of Capital Stock and Legal Capital Surplus
Concurrently with Issuance of New Shares” dated March 29, 2022). At this time, NDK
hereby announces that, pursuant to the determination of the issue price, etc. pertaining tothe issuance of new shares, the schedule of the Reduction of Amount of Capital Stock,etc. was determined. There is no change in any other matters regarding the Reduction ofAmount of Capital Stock, etc. described in the press release mentioned above.
Schedule of the Reduction of Amount of Capital Stock, etc. (Scheduled)
Resolution of the Board of Directors on
the Reduction of Amount of Capital
March 10, 2022 (Thu)Stock, etc.
Public notice with respect to statements
March 11, 2022 (Fri)of objection by creditors
Final deadline for statements ofApril 11, 2022 (Mon)objection by creditors (scheduled)
Effective date of the Reduction ofAmount of Capital Stock, etc.
April 13, 2022 (Wed)corresponding to Capital Increase
through Public Offering (scheduled)
Effective date of the Reduction ofAmount of Capital Stock, etc.
corresponding to Capital Increase
May 10, 2022 (Tue)through Third Party Allotment(scheduled)(Reference)
Acquisition date of 5,000 shares of theMay 26, 2022 (Thu)Class A Shares (scheduled)

Note: This press release has been prepared for the purpose of announcing to the public certain matters relating todetermination of issue price, disposal price and selling price, etc. and reduction of amounts of capital stock andlegal capital surplus concurrently with issuance of new shares, and not for the purpose of soliciting investment
within or outside Japan. In addition, this press release does not constitute an offer of investment to or a part ofsoliciting activities to purchase the common stock of NDK in the United States. Investors should carefully review
the prospectus for the issuance of new shares the prospectus for the offering of shares, and any amendments
thereto (if any) prepared by NDK prior to making any investment decisions. The securities referred to above havenot been, and will not be registered under the United States Securities Act of 1933, as amended (the “SecuritiesAct”). The securities may not be offered or sold in the United States absent registration or an exemption fromregistration under the Securities Act. The securities referred to above will not be publicly offered or sold in theUnited States. Estimates, expectations, forecasts, and other future information set out in this press release havebeen prepared based on the information that is available for NDK as of today and on certain assumptions andqualifications, and the actual financial performance or results might be substantially different from such future
information contained in the material due to risk factors including domestic and global economic conditions.

[Reference]
Use of Proceeds
With respect to the net proceeds, from the public offerings and the Capital Increase
through Third Party Allotment, in the aggregate amount of up to approximately
4,579,294,000 yen, NDK plans to allocate 3,000 million yen by March 2025 to its capital
expenditures aimed at increasing production capacity, etc. for responding to the increaseof demand for crystal devices mainly in automotive applications and 5G-related handsets,and NDK plans to allocate the remaining amount by March 2024 to the working capitalwhich will be required to expand business associated with the implementation of its new
mid-term management plan.
For details, please see the notice “Re: Issuance of New Shares, Disposal of Treasury
Stock and Secondary Offering of Shares and Reduction of Amounts of Capital Stock andLegal Capital Surplus Concurrently with Issuance of New Shares” dated March 29, 2022.
EndNote: This press release has been prepared for the purpose of announcing to the public certain matters relating todetermination of issue price, disposal price and selling price, etc. and reduction of amounts of capital stock andlegal capital surplus concurrently with issuance of new shares, and not for the purpose of soliciting investment
within or outside Japan. In addition, this press release does not constitute an offer of investment to or a part ofsoliciting activities to purchase the common stock of NDK in the United States. Investors should carefully review
the prospectus for the issuance of new shares the prospectus for the offering of shares, and any amendments
thereto (if any) prepared by NDK prior to making any investment decisions. The securities referred to above havenot been, and will not be registered under the United States Securities Act of 1933, as amended (the “SecuritiesAct”). The securities may not be offered or sold in the United States absent registration or an exemption fromregistration under the Securities Act. The securities referred to above will not be publicly offered or sold in theUnited States. Estimates, expectations, forecasts, and other future information set out in this press release havebeen prepared based on the information that is available for NDK as of today and on certain assumptions andqualifications, and the actual financial performance or results might be substantially different from such future
information contained in the material due to risk factors including domestic and global economic conditions.