REVIC Completes Stock Transfer Pertaining to ARRK Corporation and Others
June 23rd, 2014
Regional Economy Vitalization Corporation of JapanThe Regional Economy Vitalization Corporation of Japan (“REVIC”), following a decision by
the REVIC Committee, has resolved to implement a transfer of stock of ARRK Corporation
and related companies (hereinafter collectively “the ARRK Companies”). As a result, REVIC
no longer holds any stock in the ARRK Companies.
1. Names of companies concerned
ARRK Corporation (hereinafter,“ARRK”) and its subsidiaries Yasuda Inc., Showa Seiki
Kogyo, Co., Ltd., Gifu Die & Mold Engineering Co., Ltd., Sol-Plus Co., Ltd.,
Sagamihara-Buhin Co., Ltd., Clover Electronics Co., Ltd., Toho System Co., Ltd.
(hereinafter collectively “the ARRK Companies”)
2. BackgroundA decision was made to provide support to the ARRK Companies on March 31, 2011,
under Article 25, Clause 4 of the Enterprise Turnaround Initiative Corporation of JapanAct (Act 63, of 2009; includes changes to the Act thereafter; hereinafter “the Act”), andsubsequently on June 23rd of the same year it was resolved to implement a purchase ofdebt under Article 28, Clause 1 of the Act, and a capital increase under Article 31,
Clause 1 of the Act.
On August 24th and 25th of the same year, in line with the business revitalization plan,
REVIC acquired Class A Preferred Stock representing 74.5% of the voting rights inARRK (based on conversion to common stock) with a ¥9,000 million cash injection, andClass C Preferred Stock representing 8.8% of the voting rights in ARRK (same basis)
with a ¥10,230 million investment in kind*1, for a total 83.3% share of the voting rights(same basis).
REVIC then proceeded with the business revitalization of the ARRK Companies. Having
reached a certain level of progress with regard to the revitalization, REVIC moved
forward with the process of transferring stock held in the ARRK Companies, andreached an agreement to transfer stock to ORIX Corporation (purchasing entity wasOPI・11, a company formed by ORIX Corporation; hereinafter “ORIX”). In response tothis decision, REVIC plans to convert into common stock a portion of the Class A
Preferred Stock and all of the Class C Preferred Stock that it holds (refers to the exerciseof a put option in consideration of common stock; same as for below) and transfer thosestock to ORIX via subscription to a public tender offer. Furthermore, the Class A
Preferred Stock not being transferred to ORIX is planned to be transferred to ARRK
through the exercise of a put option in exchange for monetary payment.
*1 A debt-equity swap, arising from REVIC’s underwriting of payment in cash for part ofthe debt acquired through debt purchase.
Note: Please refer to the appendix for an outline of the stock transferee.

3. Amount of debt
With the ¥9,000 million cash injection and ¥10,230 million debt equity swap with theARRK Companies, REVIC holds 150,000,000 Class A and 23,000,000 C PreferredStock. Now, 50,000,000 of the Class A and all of the Class C Preferred Stock are to beconverted to common stock, equating to 270,000,000 common stock (approximately
81.03% of voting rights in ARRK; based on conversion to common stock), and will betransferred to ORIX.
100,000,000 Class A Preferred Stock are to be transferred to ARRK through theexercise of the put option in exchange for monetary payment.

4. Comments from State Ministers in charge of REVIC
Prime Minister, Minister of Internal Affairs and Communications, Minister of Finance,
Minister of Health, Labour and Welfare, Minister of Economy, Trade and Industry: No
opinion expressed.
ENDS

Appendix: Outline of the Stock Transferee
ORIX Corporation
Head office:President:

World Trade Center Bldg., 2-4-1 Hamamatsu-cho, Minato-ku,
Tokyo, 105-6135, Japan
Makoto Inoue

Date established:

April 17, 1964

Paid-in capital:¥194,039 million

Business outline:

Diversified Financial Services