January 22, 2024
For Immediate Release
Company Name:
Representative Name:TOKAI Holdings Corporation
Katsuo Oguri, RepresentativeDirector, President and CEO(Code No. 3167, TSE Prime Market)

Notice Regarding Acquisition of Shares in UIS Inc. (Conversion into a Consolidated Subsidiary)
TOKAI Holdings Corporation (the “Company”) hereby announces that TOKAI Communications Corporation(Headquartered in Shizuoka City, Shizuoka; President and Representative Director: Yasuhiro Fukuda; hereinafter referred
to as “TOKAI COM”), a subsidiary of the Company that engages in the information and telecommunications business ofthe Tokai Group (the “Group”), has concluded a share transfer agreement to acquire shares in UIS Inc. (Headquartered in
Chiyoda-ku, Tokyo; President and Representative Director: Yoichi Ueno; hereinafter referred to as “UIS”) and has
consolidated UIS within the Group. Details are as follows.
Details
1. Reasons for the share acquisition
As a company providing a one-stop service comprising network, data center and system development based on a threein-one strategy, TOKAI COM is developing a wide range of services in the information and telecommunication field,
from services for individuals to those for corporations. At present, it is proactively promoting initiatives for theinformation and telecommunications business described in the Group’s Medium -Term Management Plan 2025 under
the policies of “Expansion of business areas in Japan and overseas and strengthening of digital foundations supportingarea expansion.”In the major business domain of commissioned system development and application development for medicalinstitutions, UIS has built long-term relationships of trust with large customers and has established a stable track record,
leveraging its high-quality solutions created by experienced engineers.
The share acquisition was conducted based on the judgment that the synergistic integration of UIS’s high-quality
solutions and TOKAI COM’s strength in cloud networks will enhance the organizational structure to meet today’s rapidly
growing needs for digital transformation (DX), leading to the creation of new sales opportunities in the two companies’
business domains. It is also likely contribute to providing further added value to, and expanding transactions with,customers. The result will be to improve both companies’ corporate value over the medium to long terms.
Going forward, both companies will contribute to the development of customer businesses by promoting collaborationthat applies their respective strengths and responding quickly and flexibly to diversified needs.

12. Overview of UIS Inc.

(1)
(2)
(3)

Name
Address
Name and title ofrepresentative(4)

Business description

(5)
(6)

Share capital
Established
Major shareholders andownership percentage(as of January 21, 2024)(7)

UIS Inc.
Ueki Building 4F, 41-2, Kanda Higashimatsushita-cho, Chiyoda-ku, Tokyo
Yoichi Ueno, Representative Director and President
Planning, development and sales of computer systems
Consulting regarding information technology
Entrusted software development and operation and maintenance tasks
50 million yen
January 24, 1992
Yoichi Ueno

100%

CapitalNot applicable
relationship
Relationship between
the listed company and Personnel(8)
Not applicable
the relevant company
relationship
Business
Not applicable
relationship(9)
UIS’s business performance and financial position for the immediately preceding 3 years
Fiscal year end
FY12/2020
FY12/2021
FY12/2022
Net assets
294 million yen
330 million yen
365 million yen
Total assets
396 million yen
403 million yen
447 million yen
Net assets per share
368,316 yen
413,674 yen
456,835 yen
Net sales
501 million yen
519 million yen
539 million yen
Operating profit
40 million yen
28 million yen
42 million yen
Ordinary profit
65 million yen
50 million yen
48 million yen
Profit43 million yen
36 million yen
34 million yen
Profit per share
54,325 yen
45,357 yen
43,161 yen
Dividends per share
- yen
- yen
- yen
3. Outline of the party to the share acquisition(1)
Name
Yoichi Ueno
(2)
Address
Okegawa city, Saitama
Relation between
TOKAI Holdings
The Company has no significant capital, personal or business relationship in(3)Corporation and theparticular with the individual.
individual

4. Number of shares to be acquired and the state of share ownership before and after the acquisition
0 shares
Number of shares held
(1)
(Number of voting rights: 0)
before the transfer(Ownership ratio: 0%)
800 shares
Number of shares(2)(Number of voting rights: 800)
acquired(Ratio to the number of shares issued: 100%)2(3)Number of shares heldafter the transfer

5. Schedule(1)
Date of agreement(2)
Date of share
underwriting

800 shares(Number of voting rights: 800)
(Ownership ratio: 100%)

November 30, 2023
January 22, 2024

6. Future outlook
The Company considers that the impact of the subject matter on consolidated business results for the fiscal year ending
March 31, 2024 will be insignificant.
7. Contact for inquiries
TOKAI Communications Corporation
Planning and Administration Department, Administration Division, Persons in charge: Ogura, Tateda
TEL: +81-(0)3-5404-2891

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