November 20, 2018
Company name
Representative

Nitta Gelatin Inc.

Koichi Ogata,
Representative Director and President(Stock code: 4977; First Section of Tokyo Stock Exchange)
Contact
Norifumi Nagaoka,
Director and Executive Officer
General Manager of General Management Division
Phone Number+81-72-949-5381

Notice Concerning Absorption-Type Merger with Wholly-Owned Subsidiary(Simplified Merger and Short-Form Merger)

Nitta Gelatin Inc. (hereinafter “Nitta Gelatin”) hereby announces that at its Board of Directors’
meeting held on November 20, 2018, Nitta Gelatin passed a resolution with respect to carrying out
an absorption-type merger with its wholly-owned subsidiary Nitta Gelatin Foods Inc. (hereinafter“Nitta Gelatin Foods”) as follows, with the planned effective date of the merger being April 1,
2019.
Because the merger constitutes an absorption-type merger involving a wholly-owned subsidiary,certain disclosure matters and details are not being disclosed herein.

1. Objective of the merger
The merger is being carried out in order to combine points of contact for sales in the Nitta GelatinGroup with the aims of streamlining sales efforts and administrative affairs while making more
effective use of human resources.

2. Outline of the merger(1) Schedule
Board resolution of the merger agreement

November 20, 2018

Execution of the merger agreement

November 20, 2018

Planned date of the merger (effective date)

April 1, 2019 (tentative)* The merger is a simplified merger pursuant to Article 796, paragraph 2 of the Companies Act from theperspective of Nitta Gelatin, and a short-form merger pursuant to Article 784, paragraph 1 of theCompanies Act from the perspective of Nitta Gelatin Foods. Accordingly, neither of the two companies
will hold a shareholders meeting in order to gain approval for the merger agreement.

(2) Method of the merger
The merger is an absorption-type merger with Nitta Gelatin as the surviving company and Nitta
Gelatin Foods to be dissolved.
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(3) Details of allotment in the merger
The merger will involve neither issuance of new shares nor payment of money delivered uponmerger because Nitta Gelatin Foods is a wholly-owned subsidiary of Nitta Gelatin.
(4) Treatment of subscription rights to shares and bonds with subscription rights to shares of
the absorbed company
Not applicable.

3. Outline of the parties involved in the merger(1) Trade name

Nitta Gelatin Inc.
(Surviving company)(2) Head office address
4-26, Sakuragawa 4-chome, Naniwa-ku,
Osaka(3) Representative
Representative Director and President
Koichi Ogata(4) Businesses
Production and sales of gelatin, collagenand peptide, and products and byproducts
thereof; production and sales of adhesives,etc.; production, sales and installation ofchemical machinery; production and salesof food products and food additives; leasingof machinery and equipment; production
and sales of pharmaceuticals; production
and sales of materials for medical use;
production and sales of quasi-drugs;
production and sales of cosmetics;
production and sales of biochemical
reagents; and production and sales of finechemical materials, etc.
(5) Capital
JPY 3,144 million(6) Date incorporated
February 10, 1945
(7) No. of shares issued
18,373,974 shares(as of September 30, 2018)(8) Fiscal year end
March 31(9) Major shareholders IBP Co. Ltd. ··························· 19.05%and shareholding
The Master Trust Bank of Japan, Ltd.
ratio of each(Trust a/c)································5.73%
Nitta Corporation ·······················4.57%
Sumitomo Mitsui Banking Corporation············································3.43%
MUFG Bank, Ltd. ······················3.38%
Nitta Gelatin Employees Shareholding
Association ······························2.70%
Japan Trustee Services Bank, Ltd.
(Trust a/c)································2.15%
Ishizuka Corporation···················2.13%
Resona Bank, Limited ·················1.82%
Japan Trustee Services Bank, Ltd.
(Trust a/c 5) ·····························1.46%(As of September 30, 2018)2

Nitta Gelatin Foods Inc.
(Absorbed company)
6-13, Nihonbashi-Kodenmacho, Chuo-ku,
Tokyo
Representative Director and President
Kazuya Nakao
Sales of food additives and food products;
sales of various types of gelatin andpolysaccharide thickeners; and planningand development of processed foods

JPY 50 million
April 1, 2004
1,000 shares
March 31
Nitta Gelatin Inc. ······················· 100%

(10) Financial condition and operational results for the most recent fiscal year
Fiscal year ended
March 31, 2018 (consolidated)
Net assets
JPY 17,197 million
Total assets
JPY 37,851 million
Net assets per share
JPY 826.69
Net sales
JPY 37,777 million
Operating income
JPY 1,095 million
Ordinary income
JPY 1,009 million
Net income (loss)
attributable to theJPY (615) millionparent’s shareholders
Net income (loss) per
JPY (33.50)
shareMarch 31, 2018 (stand-alone)
JPY 87 million
JPY 879 million
JPY 87,829.17
JPY 2,319 million
JPY 21 million
JPY 22 million
JPY 14 million
JPY 14,167.87

4. Status after the merger
Subsequent to the absorption-type merger, there will be no changes with respect to the trade name,head office address, title and name of the representative, businesses, capital or fiscal year-end of
Nitta Gelatin, the surviving company.

5. Impact on earnings result
The merger has no material impact on Nitta Gelatin’s consolidated financial forecast for the fiscal
year ending March 31, 2019.

(For reference)
Full-year Consolidated Financial Forecast and the Latest Full-year Consolidated Financial Results of theSurviving Company (announced on November 8, 2018)
Full-year consolidated
financial forecast (FY3/2019)

Latest full-year consolidated
financial results (FY3/2018)

Net sales

JPY 37,100 million

JPY 37,100 million

Operating income

JPY 1,200 million

JPY 1,200 million

Ordinary income

JPY 1,000 million

JPY 1,000 million

Net income (loss) attributableto the parent’s shareholders

JPY 1,400 million

JPY 1,400 million

Net income (loss) per share

JPY 76.20

JPY 76.20

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