November 9, 2020
Company name: Mebuki Financial Group, Inc.
Representative: Ritsuo Sasajima, President（Code number：7167 First Section,Tokyo Stock Exchange)

Notice Regarding Transfer of Card Companies within Our Group

Mebuki Financial Group, Inc. (Mebuki) announces it has resolved at the meeting of the board of directors
held today that Mebuki shall acquire all shares of Joyo Credit Co., Ltd.(Joyo Credit) from The Joyo Bank,Ltd.(Joyo Bank, a wholly-owned subsidiary of Mebuki), and all shares of Ashigin Card Co., Ltd.(AshiginCard) from The Ashikaga Bank, Ltd. (Ashikaga Bank, a wholly-owned subsidiary of Mebuki) through adividend in kind, and that Joyo Credit and Ashigin Card will merge and change the surviving company’s
trade name to Mebuki Card Co., Ltd.(Mebuki Card) on April 1, 2021.
Description
1. Overview of new company
Trade Name
Location
Representative
Business
Capital Stock
Settlement period

Mebuki Card Co., Ltd.
4-12, Minami-machi 3-chome, Mito, Ibaraki(Current location of Joyo Credit's head office)Hoshino Mitsugu, President (scheduled)
Credit card handling business
100 million yen
March 312. Background and reason for the transfer
In the Second Medium-Term Group Business Plan, “Structural reform for enhanced productivity” is set up as
one of the basic strategies. Based on the strategy, Mebuki will lead to build a highly responsive managementbase. At the same time, Mebuki will work to upgrade the group-wide business management system andstrengthen the group governance system.
On April 1, 2021, through the dividend in kind, Mebuki will acquire all the shares of Joyo Credit, thewholly-owned subsidiary of Joyo Bank, and all the shares of Ashigin Card, the wholly-owned subsidiary ofAshikaga Bank. Joyo Credit and Ashigin Card will be wholly-owned subsidiaries of Mebuki.
After making both companies wholly owned by Mebuki, with the aim of streamlining and improving theefficiency of the group's organization and reducing costs by unifying the business processes related to issuingand managing credit cards and consolidating business operations, Joyo Credit and Ashigin Card will merge on
April 1, 2021.
Through this merger, we will provide higher quality comprehensive financial services to our group's customers
while optimizing group management resources.

3. Summary of dividend in kind(1)Surplus appropriation
Other retained earnings of Joyo Bank and Ashikaga Bank will be appropriated for the dividend in kind.
①Type and total book value of the dividend property
Dividend property allocated to Mebuki is a non-monetary asset (common shares as follows), the latest
book value of which is as follows.
Trade Name

Number of Shares

Shareholding Ratio

Book Value

Joyo Credit

200,000 shares

100％

268,660,096 yen

Ashigin Card

600 shares

100％

600 yen②Allocation of the dividend property to the shareholder
All the dividend property will be allocated to Mebuki, who owns all the issued shares of Joyo Bank andAshikaga Bank as of the effective date of the dividend in kind.
③Schedule of the dividend in kind
Approval of the merger by the Board of Directors
Effective dateNovember 9, 2020
April 1, 2021

(2)Overview of the companies that will pay the dividend in kind
Trade Name

The Joyo Bank, Ltd.

Location

5-5, Minami-machi 2-chome, Mito, Ibaraki

Representative

Sasajima Ritsuo, President

Business

Banking business

Capital Stock

85,113 million yen

Establishment

July 30, 1935

Net Assets

577,446 million yen (as of March 31, 2020)

Total Assets

10,911,493 million yen (as of March 31, 2020)

Shareholder andShareholding Ratio

Mebuki Financial Group, Inc. 100％
Capital Ties

Personal
Current relationship

Relationshipbetween Mebuki andJoyo Bank
Business
Relationship
Related Party

Joyo Bank is a wholly-owned Subsidiary of Mebuki.
 Sasajima Ritsuo, President of Mebuki, concurrently serves
as President of Joyo Bank.
 Nishino Hidebumi, Director of Mebuki, concurrently
serves as Managing Executive Officer of Joyo Bank.
 Akino Tetsuya, Director of Mebuki, concurrently serves asDirector, Managing Executive Officer of Joyo Bank.
 Gorai Yuji, Executive Officer of Mebuki, concurrentlyserves as Director, Managing Executive Officer of JoyoBank.
Business management, deposit, guarantee, and administration
outsourcing transactions
Mebuki is applicable to a related party as the parent companyof Joyo Bank.

Trade Name

The Ashikaga Bank, Ltd.

Location

1-25, Sakura 4-chome, Utsunomiya, Tochigi

RepresentativeShimizu Kazuyuki, President

Business

Banking business

Capital Stock

135,000 million yenEstablishment

September 25, 1895

Net Assets

348,091 million yen (as of March 31, 2020)

Total Assets

6,948,735million yen (as of March 31, 2020)

Shareholder andShareholding Ratio

Mebuki Financial Group, Inc. 100％
Capital Ties

Personal
Current relationship

Relationshipbetween Mebuki and
Ashikaga BankBusiness
Relationship
Related Party

Ashikaga Bank is a wholly-owned Subsidiary of Mebuki.
 Shimizu Kazuyuki, Executive Vice President of Mebuki,
concurrently serves as President of Ashikaga Bank.
 Naito Yoshihiro, Director of Mebuki, concurrently serves
as Director, Managing Executive Officer of AshikagaBank.
 Arai Hiroshi, Executive Officer of Mebuki, concurrently
serves as Director, Senior Managing Executive Officer ofAshikaga Bank.
Business management, deposit, guarantee, and administration
outsourcing transactions
Mebuki is applicable to a related party as the parent companyof Ashikaga Bank.

(3)Overview of Card Companies within Mebuki to be transferred
Trade Name

Joyo Credit Co., Ltd.

Location

4-12, Minami-machi 3-chome, Mito, Ibaraki

RepresentativeBusinessShimoyamada Kazushi, President
Credit card handling business

Capital Stock

100 million yen

Establishment

August 30, 1982

Shareholder andShareholding Ratio

Current relationshipbetween Mebuki andJoyo Credit

The Joyo Bank, Ltd. 100％
Capital Ties

Joyo Credit is an indirectly wholly-owned
subsidiary of Mebuki.

Personal Relationship

None

Business Relationship

None

Related Parties

Mebuki is applicable to a related party as theindirect parent company of Joyo Credit.

Financial Results and Position of Joyo Credit for the Last Three Years

Net Assets

Fiscal Year
Ended March 2018
2,057 million yen

Fiscal Year
Ended March 2019
2,219 million yen

Fiscal YearEnded March 2020
2,368 million yen

Total Assets

8,229 million yen

9,123 million yen

9,942 million yen

10,289 yen

11,097 yen

11,842 yen

Net Sales

1,213 million yen

1,257 million yen

1,294 million yen

Operating Income

222 million yen

252 million yen

227 million yen

Net Income

142 million yen

161 million yen

148 million yen

714 yen

807 yen

744 yenFiscal YearNet assets per ShareNet Income per Share
Trade Name

Ashigin Card Co., Ltd.

Location

7-5, Tsuruta 1-chome, Utsunomiya, Tochigi

Representative

Hoshino Mitsugu, President

Business

Credit card handling business

Capital Stock

30 million yen

Establishment

March 25, 1982

Shareholder andShareholding Ratio

Current relationshipbetween Mebuki andAshigin Card

The Ashikaga Bank, Ltd. 100％
Capital Ties

Ashigin Card is an indirectly wholly-owned
subsidiary of Mebuki.

Personal Relationship

None

Business Relationship

None

Related Parties

Mebuki is applicable to a related party as theindirect parent company of Ashigin Card.

Financial Results and Position of Ashigin Card for the Last Three Years

Net Assets

Fiscal Year
Ended March 2018
3,247 million yen

Fiscal Year
Ended March 2019
3,382 million yen

Fiscal Year
Ended March 2020
3,501 million yen

Total Assets

3,975 million yen

3,985 million yen

4,146 million yen

5,413,230 yen

5,638,251 yen

5,836,458 yen

Net Sales

1,329 million yen

1,446 million yen

1,551 million yen

Operating Income

103 million yen

218 million yen

210 million yen

Net Income

166 million yen

134 million yen

119 million yen

276,956 yen

224,020 yen

199,206 yen

Fiscal YearNet assets per ShareNet Income per Share
4. Summary of the merger(1) Merger schedule

Approval of the merger by the Board of Directors

November 9, 2020

Execution of merger contract

November 9, 2020

Scheduled merger date (effective date)

April 1, 2021 (scheduled)(2) Merger method
Joyo Credit and Ashigin Card will merge with Joyo Credit being the absorbing and surviving company andAshigin Card being the absorbed company, respectively.
(3) Overview of the companies involved in the absorption merger
See 3.(3) above
5. Future outlook
Being an internal transaction, this dividend in kind will not affect the consolidated shareholders’ equity and theconsolidated financial results.
(Reference) Consolidated Earnings Forecast for Fiscal Year 2020 (Announced on May 13, 2020)
Net Income Attributable
Ordinary Profit
Net Income per Shareto Owners of the Parent
Fiscal Year
48,500 million yen
33,000 million yen
28.46 yenEnding March 31, 2021End

【Current Group Structure】
100％
100％
Mebuki
Financial
Group, Inc.

100％100％

The Ashikaga Bank, Ltd.

100％100％100％

The Joyo Bank, Ltd.

5 subsidiaries

2 subsidiaries

Mebuki Lease Co., Ltd.

Mebuki Securities Co., Ltd.

Mebuki Credit Guarantee Co., Ltd.

【Group Structure after the Dividend in Kind (Scheduled on April 1, 2021)】
100％
100％

Mebuki
Financial
Group, Inc.

100％

100％

The Ashikaga Bank, Ltd.

100％
100％

100％

The Joyo Bank, Ltd.

4 subsidiaries

1 subsidiary

Mebuki Lease Co., Ltd.

Mebuki Securities Co., Ltd.

Mebuki Credit Guarantee Co., Ltd.

100％

Mebuki Card Co., Ltd.

Through the dividend in kind, Mebuki will acquire all the shares of Joyo Credit, thewholly-owned subsidiary of Joyo Bank, and all the shares of Ashigin Card, the wholly-owned
subsidiary of Ashikaga Bank.
After making both companies wholly owned by Mebuki, Joyo Credit and Ashigin Card willmerge with Joyo Credit being the absorbing and surviving company and Ashigin Card being theabsorbed company, respectively. In addition to this merger, Joyo Credit will change its tradename to Mebuki Card Co., Ltd.

Inquiries:
Corporate Planning Department Kouichi Komatsuzaki

Tel:029-300-2605