January 30, 2015
Company name: Tokuyama Corporation
Representative name: Kazuhisa Kogo,
President and Representative Director(Code No. 4043, First Section TSE)
Contact: Taro Kobayashi, General Manager
Corporate Communications & Investor Relations Dept.
TEL: +81-3-6205-4832
Notice concerning Resolution of Infringementsof Certain Loan Agreement Financial Covenants
Tokuyama Corporation (hereafter referred to as “Tokuyama” or “the Company”) today announced detailsof subsequent steps to address infringements of certain loan agreement financial covenants identified in “1.
Qualitative information on consolidated quarterly results (2) Explanation concerning financial position” ofits “Summary of Consolidated Financial Statements for the Second Quarter Fiscal 2014 (JPGAAP)” issued
on October 31, 2014. Brief details are presents as follows.
1. Tokuyama has received notification of approval from all subject financial institutions following its
requests to exempt the Company from infringements of financial covenants and continuous transaction
relating to the term-out medium-term commitment line agreement executed on September 30, 2011
with The Bank of Tokyo-Mitsubishi UFJ, Ltd. and the revolving credit facility agreement (short-termcommitment line agreement) executed on March 30, 2010 with eight lenders with The Bank ofTokyo-Mitsubishi UFJ, Ltd. serving as lead manager. In the second quarter of fiscal 2014, the fiscal year
ending March 31, 2015, Tokuyama had infringed financial covenants of each of the loan agreements
mentioned above.
2. Moreover, Tokuyama has received approval from certain other financial institutions to its exemption
from financial covenants while at the same time executing revised agreements in connection with asyndicated loan agreement executed on December 22, 2011 with seven lenders with the Development
Bank of Japan Inc. serving as lead manager, a syndicated loan agreement executed on July 24, 2012 with
six lenders with The Bank of Tokyo-Mitsubishi UFJ, Ltd. serving as lead manager, and a syndicated loanagreement executed on September 26, 2012 with nine lenders with Sumitomo Mitsui Trust Bank,
Limited serving as lead manager. Exemption from financial covenants and the execution of revised
agreements follow ongoing negotiations by the Company based on concerns that it would infringe
certain financial covenants of the aforementioned agreements at the time of its settlement of accounts
for the fiscal year ending March 31, 2015.

Please refer to the appendix attached for details.
As a result of the actions taken, the Company has fully resolved all issues relating to infringements of loan
agreement financial covenants and concerns regarding future infringement.
There are no changes to the interest rate burden applicable to loan agreements following theaforementioned actions taken with only a limited increase in incidental expenses. Accordingly, there is nomaterial impact on the Company’s consolidated performance forecast for the full fiscal year ending March
31, 2015.

Appendix
Term-out medium-term commitment line agreement with The Bank of Tokyo-Mitsubishi UFJ, Ltd.
Financial covenants (excerpt)
The borrower must not let the amount of total net assets on its consolidated balance sheet at the end of
the first half and second half of each fiscal year, less any amounts of subscription rights to shares, minority
interests, deferred gains or losses on hedges, foreign currency translation adjustment, or valuation difference
on available-for-sale securities, fall below 75% of the identically calculated amounts at the end of the firsthalf and second half of the preceding fiscal year.
Revolving credit facility agreement with The Bank of Tokyo-Mitsubishi UFJ, Ltd. as lead manager
Financial covenants (excerpt)
The amount of total net assets on the borrower’s consolidated balance sheet at the end of the first halfand second half of each fiscal year, less any amounts of subscription rights to shares, minority interests, ordeferred gains or losses on hedges, must not fall below 75% of the identically calculated amounts at the endof the first half and second half of the preceding fiscal year.
While Tokuyama infringed certain financial covenants with respect to the aforementioned agreements, theCompany has received exemptions with respect to its settlement of accounts at the end of the second
quarter of the fiscal year ending March 31, 2015. As a result, total net assets at the end of the first half (thesecond quarter) of the fiscal year under review shall be the base for the second half of the fiscal year underreview.

Syndicated loan agreement with the Development Bank of Japan Inc. as lead manager
Financial covenants (excerpt)
Prior to the Revision

After the Revision

The amount of total net assets at the end of each The amount of total net assets on the borrower’s
fiscal year, less minority interests and the items consolidated balance sheet at the end of each fiscal
reported in comprehensive income, must not fall year, less any amounts of subscription rights tobelow 75% of the amount of total net assets at the shares, minority interests, deferred gains or losses
end of the previous fiscal year, less minority on hedges, foreign currency translation adjustment,interests and the items reported in comprehensive orincome.

valuationdifferenceonavailable-for-salesecurities, must not fall below 75% of the larger of
either (i) the identically calculated amount as of theend of the preceding fiscal year or (ii) theidentically calculated amount as of the end of thesecond quarter of the fiscal year ending March 31,
2015 (however, (ii) shall only apply as the base forthe account settlement period at the close of thefiscal year ending March 31, 2015).

Syndicated loan agreements with The Bank of Tokyo-Mitsubishi UFJ, Ltd. and Sumitomo Mitsui Trust
Bank, Limited as lead managers
Financial covenants (excerpt)
Prior to the Revision

After the Revision

The borrower promises to not let the amount ofThe borrower promises to not let the amount of

total net assets on its consolidated balance sheet at total net assets on its consolidated balance sheet atthe end of each fiscal year, less any amounts ofthe end of each fiscal year, less any amounts ofsubscription rights to shares, minority interests, subscription rights to shares, minority interests,
deferred gains or losses on hedges, foreign deferred gains or losses on hedges, foreign
currency translation adjustment, or valuation currency translation adjustment, or valuationdifference on available-for-sale securities, fall below difference on available-for-sale securities, fall below
75% of the larger of either the identically 75% of the larger of either the identicallycalculated amount as of the end of the preceding calculated amount as of the end of the preceding
fiscal year or the identically calculated amount as fiscal year or the identically calculated amount asof March 31, 2012.

of September 30, 2014 (however, the first half
account settlement period ended September 30,
2014 shall only apply as the base for the accountsettlement period at the close of the fiscal year
ending March 31, 2015).