09 March, 2015
To whom it may concern
Wedge Holdings Co., Ltd.
Tatsuya Konoshita,
Representative Managing Director & CEO(Code 2388 TSE JASDAQ Market)
Contact: Yukihiro Yokoyama, Corporate Officer(Tel: 03-6225-2207)

Notification on Growth Capital Financingfor Our Subsidiary Group Lease PCL.
~Resolution on Convertible Bond Underwriting Agreement ~This is to announce that our subsidiary Group Lease Public Company Limited (GL) resolved toconclude the underwriting agreement of convertible bond (hereinafter referred to as “theAgreement”) with the subsidiary of J Trust Co., Ltd., J TRUST ASIA PTE. LTD. (J TRUST ASIA) withregard to convertible bond that GL will issue on May 2015.
1. Purpose
Our important affiliated finance company, GL has uplifted the ASEAN REGIONAL FINANCE
COMPANY Vision (ARFC Vision) for their Thai motorcycle finance business and started theirbusiness expansion throughout the ASEAN region for the recent years. Their business has been
rapidly growing by their launch into Thai’s neighbor country Cambodia, development of new
finance business areas including agricultural machine finance and used motorcycle finance, andaggressive M&A utilization of their competitor. In the current situation, they receive positive
reaction in analyst reports mainly in Thailand.
GL is currently in the rapid business expansion period in Cambodia and the whole ASEAN
region. Funds obtained by conclusion of the Agreement will bring the following benefits to GL’s
business and have effect to expand profit of our company.
1) Decrease in financial charge
Direct impact by the Agreement will be decrease in financial charge.
GL will finance large-scale funds with long-term fixed and low interest by a new financing
method. Financing with lower interest substantially decrease financial charge for GL.
Decreasing of 1% of financing interest is expected compared to current interest in Thailand,
and it’ll contribute 300 thousand USD yearly into profit by simple calculation. This will increase
net income for GL and our company.
2) Decrease in exchange cost
The Agreement is financing in US dollar.
Until now, GL financing has been basically in Thai baht. At the same time, GL has
continuously grown with their subsidiary in Cambodia and their growth is expected to1

accelerate furthermore from now. Financing in Cambodia is in US dollar, and exchange cost andrisk of exchange fluctuations between Thai baht and US dollar always arose. Cost reduction by
financing in US dollar with the Agreement will contribute to increasing net income, andeliminate exchange risk.
3) Securing of funds for business expansion
Financing in US dollar with the Agreement will be utilized as a resource for our groupbusiness expansion in Cambodia.
Currently, business of GL has rapidly grown mainly in finance business in Cambodia. InCambodia, the loan rate is high, and the overdue ratio is quite low by much lesser than 1%.
Therefore business expansion in Cambodia will strongly contribute to increasing our profit.
Finance to customer from GL in Cambodia is in US dollar and the amount of their finance will beaggressively increased by this financing at low cost.
4) Securing of funds for M&AMajor impact by this agreement beyond above three direct impacts is to increase extra fundand be fundamental for GL to execute M&A strategy etc. rapidly and flexibly.
GL announced the ARFC Vision in 2012 and their strategy to expand finance businessthroughout the ASEAN region. They also took over their competitor Thanaban last year.
GL also has aggressive will for such discontinuous growth strategy by acquisition
especially in the countries such as Vietnam and Indonesia. Acquisition negotiation
sometimes progresses at high speed, and therefore this financing will enable them tomake accurate and quick decision. They will proceed strategy in corporate acquisition withcompetitive advantage by flexible decision.

5) Accelerate business expansion throughout the ASEAN region by utilizing of strategicpartnership with J TRUST GroupJ TRUST Group took over Indonesian commercial bank PT Bank Mutiara Tbk. last year. Suchbusiness development has high affinity with the business policy of GL and, moreover, GL and J
TRUST Group are complementary in information and know-how. Their corporation with J TRUSTGroup enables to accelerate business expansion for each other.
We consider that the Agreement increases our consolidated net profit. Thus, we totally agreewith the GL’s decision and continue to support their finance business expansion with our fullefforts including our own strengthened involvement in human resources and funds to GL.
2. Outline of allocated organization
1) J TRUST ASIA
1. Company name
2. Location of head office
3. Position and name ofrepresentative
4. Description of business5. Capital
6. Establishment date
7. Major shareholder andJ TRUST ASIA PTE. LTD
Republic of Singapore
Nobuyoshi Fujisawa, Managing Director & CEO
Investment business, management support forinvestment
200,000,000 SGD
October 7, 2013
J Trust Co., Ltd． 100%2

shareholding ratio2) J TRUST
1. Company name
2. Location of head office
3. Position and name ofrepresentative
4. Description of business5. Capital
6. Establishment date
7. Major shareholder andshareholding ratio
3. Outline of convertible bond
1. Issue price2. Interest rate
3. Redemption period
4. Conversion value
5. Number of stock after fullconversion
6. Shareholding ratio after fullconversion
7. Use of procurement fundJ Trust Co., Ltd．
1-7-12 Toranomon, Minato-Ku, Tokyo
Nobuyoshi Fujisawa, President & CEO
Holdings business53.592 billion yen (As of December 31, 2014)
March 18, 1977
Nobuyoshi Fujisawa 25.30%

30,000,000 USD
5%3 years
10 THB per share
97,087,379 shares (predetermined)
8.2% (predetermined)
For business development of financebusiness throughout the ASEAN region

4. Schedule
Date of corporate resolution on
conclusion of underwriting agreement
Conclusion of convertible bondunderwriting agreement
Date of shareholder meeting forresolution of convertible bond issue in GL
Date of convertible bond issue

March 6, 2015
Late March, 2015 (tentative)
Late April, 2015 (tentative)
May, 2015 (tentative)

5. Future plans
With regard to this matter, influence on performance, etc. is currently undecided, because
approval resolution at the GL shareholder meeting to be held in late April 2015 is the suspension
requirement.
We evaluate GL’s decision to issue the convertible fund as an aid for growth of their financebusiness and totally support them because it also greatly contributes to improvement of ourcompany value. We will support GL with our full effort while they accelerate their businessdevelopment throughout the ASEAN region in keeping with the policy of ARFC Vision in the future.
We will appreciate understanding and kind support from our stockholders and investors.

Thank you.

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