May 16, 2014

MODEC, INC.
Toshiro Miyazaki, President & CEO
Code: TSE 6269
Contact: Yasuhiro Takano, Executive Officer
General Manager, Corporate Planning &Strategies Dept.
TEL: +81-3-5290-1200
Determination of Number of New Shares to be Issued as a Result of Capital Increase
through Third - Party Allotment
MODEC, INC. (MODEC) hereby announces that, relating to the issuance of its new shares through third-party
allotment (the “Third-Party Allotment”) which was resolved at its Board of Directors’ Meeting held on April 7,2014 (at which meeting the issuance of its new shares through public offering and third-party allotment, and salesof shares were also resolved), MODEC has been notified that the SMBC Nikko Securities Inc. , the third-party
allottee, will subscribe to all of the shares to be issued through the Third-Party Allotment, as set forth below.

1.

Number of shares to be issued

2.

Total Amount to be paid

3.

Amount of statedcapital and capitalreserves to beincreased

4.

Subscription Period

5.

Payment Date

464,200 share(Number of shares scheduled to be issued : 464,200)
897,669,960 yen(1,933.8 yen per share)

The amount ofstated capital
to be increased
The amount ofcapital reserves
to be increased

448,834,980 yen

448,834,980 yen
Tuesday, May 20, 2014
Wednesday, May 21, 2014

Reference
1.

The capital increase through the Third-Party Allotment described above was resolved at the Board of
Directors’ Meeting held on April 7, 2014, together with resolutions for the issuance of new shares throughpublic offering and third-party allotment, and sales of shares.
For detailed information on the Third-Party Allotment, please refer to the notice of “Issuance of New Sharesthrough Public Offering and Third Party Allotment, and Sales of Shares” announced on April 7, 2014 and thenotice of “Determination of Issue Price and Offer Price” announced on April 15, 2014.

-1-2.

Change in the total number of issued shares as a result of the Third-Party Allotment.

Total number of issued shares at present:
55,943,800 shares (as of May 16, 2014)
Increase in number of shares as a result of theThird-Party Allotment:
Total number of issued shares after the Third-PartyAllotment
3.

464,200 shares
56,408,000 shares

Use of the procurement funds

All funds estimated 19,755,920,360 yen to be raised, consisting of the funds estimated 892,132,960 yen to beraised through the Third-Party Allotment and the funds estimated 18,863,787,400 yen through the public offeringand third party allotment resolved on the same date as that of the Third-Party Allotment, are planned to be used
for investments in and loans to special purpose companies established for the FPSO charter business. Specifically,in January 2015, 11,152,000,000 yen (an investment of 5,576,000,000 yen and a loan of 5,576,000,000 yen) will
be given to Cernambi Sul MV24 B.V., and in January 2016, 8,603,920,360 yen (an investment of 5,850,000,000
yen and a loan of 2,753,920,360 yen) will be given to Cernambi Norte MV26 B.V.
The special purpose companies plan to use the investments and loans for the FPSO charter business.
Before the funds are allocated to the special purpose companies, they will be used for a short-term loan, which
will be repaid by the end of December 2014, to Cernambi Sul MV24 B.V., which will use the loan for theconstruction of the FPSO. From the payoff date to the date of appropriation to the special purpose companies,
MODEC will invest the funds in safe financial instruments.

End-2-