July 27, 2020
Company name: Mebuki Financial Group, Inc.
Representative: Ritsuo Sasajima, President（Code number：7167 First Section,Tokyo Stock Exchange)

Notice Regarding Transfer of Sub-subsidiary through Dividend in Kind of Subsidiary
and Change of Subsidiary’s Trade Name
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 Ashikaga Credit Guarantee Co., Ltd. (Ashikaga CreditGuarantee), from The Ashikaga Bank, Ltd. (Ashikaga Bank, a wholly-owned subsidiary of Mebuki) througha dividend in kind and change the subsidiary’s trade name to Mebuki Credit Guarantee Co., Ltd. (MebukiCredit Guarantee) on October 1, 2020.
Description
1. Reason for the dividend in kind (transfer from sub-subsidiary)
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 October 1, 2020, through the dividend in kind, Mebuki will acquire all the shares of Ashikaga Credit
Guarantee, the wholly-owned subsidiary of Ashikaga Bank, which will be a directly- and wholly-owned
subsidiary of Mebuki. At the same time, the trade name will be changed to Mebuki Credit Guarantee Co., Ltd.
(Mebuki Credit Guarantee).
After October 1, 2020, by unifying loan guarantee operations newly handled by The Joyo Bank, Ltd. (JoyoBank, a wholly-owned subsidiary of Mebuki) and Ashikaga Bank to Mebuki Credit Guarantee, Mebuki will
strive to optimize management resources and provide higher quality and more comprehensive financial services
to the customers of the group companies including Joyo Bank and Ashikaga Bank.

2. Surplus appropriation of Ashikaga Bank
Other retained earnings of Ashikaga Bank will be appropriated for the dividend in kind.
(1) Type 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 11,753,244,401 yen.
Trade NameAshikaga Credit Guarantee

Number of Shares
100,000 shares

Shareholding Ratio
100％Book Value
11,753,244,401 yen

(2) Allocation of the dividend property to the shareholder
All the dividend property will be allocated to Mebuki, who owns all the issued shares of Ashikaga Bank
as of the effective date of the dividend in kind.
(3) Effective date of the dividend in kind
October 1, 2020
3. Overview of the company that will pay the dividend in kind
Trade Name

The Ashikaga Bank, Ltd.

Location

1-25, Sakura 4-chome, Utunomiya, TochigiRepresentative

Shimizu Kazuyuki, President

Business

Banking business

Capital Stock

135,000 million yen

Establishment

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

Personnel
Current relationship

Relationshipbetween Mebuki and
Ashikaga Bank

Business
Relationship
Related Party

Ashikaga Bank is a wholly-owned Subsidiary of Mebuki.
 Shimizu Kazuyuki, Vice president of Mebuki, concurrently
serves as President of Ashikaga Bank.
 Yoshihiro Naito , director of Mebuki, concurrently serves
as a managing director of Ashikaga Bank.
 Hiroshi Arai, operating officer of Mebuki, concurrently
serves as a senior managing director of Ashikaga Bank.
Business management, deposit, guarantee, and administration
outsourcing transactions
Mebuki is applicable to a related party as the parent companyof Ashikaga Bank.

4. Overview of the sub-subsidiary to be transferred
Trade NameLocation

The Ashikaga Credit Guarantee Co., Ltd. (Trade name of which is scheduled
to be changed to “Mebuki Credit Guarantee Co., Ltd.” on October 1, 2020)
1-25, Sakura 4-chome, Utunomiya, Tochigi

Representative

Kiyoshi Kato, President

Business

Credit guarantee business

Capital Stock

50 million yen

Establishment

December 21, 1978

Shareholder andShareholding Ratio

The Ashikaga Bank, Ltd. 100％
Capital Ties

Current relationshipbetween the Mebuki and
Ashikaga Credit
Guarantee

Personnel Relationship
Business Relationship
Related Parties

Ashikaga Credit Guarantee is an indirectly
wholly-owned subsidiary of Mebuki.
Kunihiro Ono,audit and supervisory committee
member of Mebuki, concurrently serves asauditor of Ashikaga Credit Guarantee.
NoneMebuki is applicable to a related party as theindirect parent company of Ashikaga Credit
Guarantee.

Financial Results and Position of Ashikaga Credit Guarantee for the Last Three Years

Net Assets

Fiscal Year
Ended March 201837,276 million yen

Fiscal Year
Ended March 2019
26,725 million yen

Fiscal Year
Ended March 2020
27,848 million yen

Total Assets

57,468 million yen

46,752 million yen

47,980 million yen

372,765 yen

267,257 yen

278,484 yenNet Sales

3,511 million yen

3,436 million yen

3,518 million yen

Operating Income

1,631 million yen

1,935 million yen

1,726 million yen

Net Income

987 million yen

1,415 million yen

1,160 million yen

9,874 yen

14,151 yen

11,605 yen

Fiscal YearNet assets per ShareNet Income per Share【Current Group Structure】

Mebuki Financial Group, Inc.

100％
The Joyo Bank, Ltd.

100％
6 subsidiaries

100％

100％

100％
The Ashikaga Bank, Ltd.

Mebuki Lease Co., Ltd.

Mebuki Securities Co., Ltd.

100％
3 subsidiaries【Group Structure after the Dividend in Kind (Scheduled on October 1, 2020)】
Mebuki Financial Group, Inc.

100％
The Joyo Bank, Ltd.

100％
6 subsidiaries

100％
The Ashikaga Bank, Ltd.

100％
Mebuki Lease Co., Ltd.

100％

100％
Mebuki Securities Co., Ltd.

Mebuki Credit Guarantee Co., Ltd.

100％
2 subsidiaries

Through the dividend in kind, Mebuki will acquire all the shares of Ashikaga Credit
Guarantee, the wholly-owned subsidiary of Ashikaga Bank, which makes Ashikaga Credit
Guarantee a directly- and wholly-owned subsidiary of Mebuki. At the same time, the tradename of Ashikaga Credit Guarantee will be changed to Mebuki Credit Guarantee and loan
guarantee operations newly handled by Joyo Bank and Ashikaga Bank will be unified toMebuki Credit Guarantee.

5. Schedule
July 27, 2020

Resolution of the board of directors of Mebuki

October 1, 2020

Effective date of the dividend in kind
Date of change of the trade name of Ashikaga Credit Guarantee

6. Future outlook
Being an internal transaction, this dividend in kind will not affect the consolidated shareholders’ equity andthe consolidated 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, 2021

EndInquiries:
Corporate Planning Department Kouichi Komatuzaki Tel:029-300-2605