September 29, 2016
Company name: Ashikaga Holdings Co., Ltd.
Representative: Masanao Matsushita,President and Chief Executive Officer(Code number: 7167 First
Section, Tokyo Stock Exchange)
Notice regarding Change in Other Affiliated Companyand Major Shareholder
Ashikaga Holdings Co., Ltd. (President and CEO: Masanao Matsushita) (“the Company”) announces
today that other affiliated company and a major shareholder will be changed on October 1, 2016 as
follows:
Description
1. Background of the change
The Company and The Joyo Bank, Ltd. ("Joyo "; the Company and Joyo together shall be called,"Companies") contracted share exchange agreement (“the Agreement”) making the Company thewholly owning parent company in the share exchange and Joyo the wholly-owned subsidiary in theshare exchange as of April 25, 2016. The proposals of the Agreement were approved by each general
meeting of shareholders of Companies respectively held on June 28, 2016, and the Companies
obtained regulatory approvals by Financial Services Agency today.
Along with this, the share exchange will be effective on October 1, 2016, and Joyo shareholders will
receive 1.170 shares of the Company (its trade name will be changed to “Mebuki Financial Group,Inc.” on that date) common stock for each share of Joyo common stock. As a result, the total number ofissued and outstanding shares of the Company will increase, therefor, changes in other affiliatedcompany and major shareholder will occur.
2. Profile of the shareholder changed(1) Profile of a shareholder that will cease to be other affiliated company(1) Company name
Nomura Financial Partners Co., Ltd.
(2) Address

2-2-2 Otemachi, Chiyoda-ku, Tokyo, Japan(3) Representatives

President: Shoichi Sakakibara(4) Description of businessInvestment business(5) Shareholders’ equity¥10,884 million(6) Date of establishment

July 12, 2004

(7) Net capital¥22,334 million(8) Total assets¥66,568 million(9) Major shareholder and its share

Nomura Holdings, Inc. 100%
Capital(10)Relationships with the Company

PersonalTransaction

holding 122,900,000 shares of theCompany’
an outside director of the Company’s
subsidiary bank has been appointed
none(2) Profile of a shareholder will cease to be major shareholder(1) Company name
ORIX Corporation(2) Address

2-4-1 Hamamatsu-cho, Minato-ku, Tokyo, Japan(3) Representatives

President and CEO: Makoto Inoue(4) Description of business

Diversified Financial Services(5) Capital¥220,469 million

3. Number of voting rights (number of holding shares) and ratio against the total number of votingrights (ratio against the total number of issued shares) of the relevant shareholders before andafter the change(1) Nomura Financial Partners Co., Ltd.
Number of voting rights (holding ratio)
Rank among
NatureDirect
Indirect
Totalshareholders
holdingholding
Before theOther affiliatedchangecompany（As of March 31,Major shareholder
2016）

1,229,000
votes（36.87%）None(None)

1,229,000votes（36.87%）

1st

After the change

1,229,000votes（10.47%）

None(None)

1,229,000
votes（10.47%）

1stMajor shareholder(2) ORIX Corporation
NatureBefore thechange
Major shareholder（As of March 31,2016）

Number of voting
rights(Number of sharesheld)
400,000 votes（40,000,000shares）

Ratio against the
number of voting
rights of allshareholders
12.00％

Rank amongshareholders

2nd400,000 votes（40,000,000
3.40％
After the change
3rdshares）(Note 1): The number of shares deducted from total number of shares issued and outstanding asshares without voting rights
As of March 31, 2016:
3,800 shares (fractional shares)
As of October 1, 2016:
5,499,223 shares (estimated*)* Number of the Company’s fractional shares (3,800 shares) as of March 31, 2016
+number of the Company’s shares held by Joyo (1,290,000 shares) as of March 31, 2016
+number of fractional shares excluding treasury stocks (3,594,379 shares) of Joyo ×
share exchange ratio (1.170)(Note 2): Total number of shares issued and outstanding
As of March 31, 2016: 333,250,000 shares
As of October 1, 2016: 1,179,058,799 shares (estimated*)*Total number of the Company’s issued and outstanding shares (333,250,000 shares) as ofAugust 31, 2016
+ [total number of Joyo’s issued and outstanding shares (766,231,875 shares) - number of
Joyo’s treasury stocks (43,318,371 shares) as of August 31, 2016] × share exchange ratio(1.170)(Note 3): Total number of voting rights
As of March 31, 2016: 3,332,462 votes
As of October 1, 2016: 11,735,595 votes (estimated)(Note 4): Ratio of voting rights, rounded down to the second decimal place(Note 5):Rank of shareholders after the change is estimated by the Company based on theshareholders register as of March 31, 2016
4. Change in unlisted parent etc. required to discloseNone
5. Future outlook
This matter causes no impact on the Company’s business results.
End