25 April 2019
Company Name: Oisix ra daichi Inc.
Representative: Kohey Takashima
Representative Director & CEO
Securities Code: 3182, TSE Mothers
Contact: Hajime Yamanaka
Corporate Officer, Administration(TEL．03-6867-1149)

Notice Regarding Acquisition of Shares of Three Limes, Inc. (Subsidiarization)

Oisix ra daichi Inc. (hereafter the Company) hereby announces that the Board of Directors, at a meeting held on 25 April
2019, has resolved to acquire shares of Three Limes, Inc. (hereinafter referred to as "Purple Carrot") and exact its
subsidiarization.
Notice1. Purpose of Share Acquisition
In the EC industry in recent years, sales channels are diversifying by the spread of smartphones and the use of SNS.
Furthermore, the competition in the market is intensifying because of the increasing in logistics costs due to the shortage ofdelivery personnel, and the entry into the home delivery service business of major retailers.On the other hand, as a result of
the diversification of human resources, demand for meal kits, which allow people to enjoy handmade meals without having
to take time, is growing dramatically.The global meal kit market is expected to reach nearly $9 billion by 2025, and similarmarket growth is expected to continue in Japan.
Against this backdrop, in February 2018, we made Radishboya Co., Ltd., a member-based food delivery company with ahistory of approximately 30 years, a subsidiary. In October 2018, we merged the two companies to maximize theirsynergies. In the domestic food e-commerce market, we worked to establish the uniqueness and competitive advantage ofthe three brands, including Oisix, Daichi Wo Mamoru Kai, and Radishboya.
As a result, for the fiscal year ending March 31, 2019, we forecast net sales of 64.0 billion yen and operating income of
2.2 billion yen, which is significantly higher than the previous fiscal year's net sales of 40.0 billion yen and operating
income of 0.9 billion yen.
Purple Carrot founded in 2014, operates meal kit business for 100% plant-based foods. It delivers plant-based meal kits
every week to 48 U.S. states and provides healthy eating habits to customers.
Under such circumstances, we have held consultations with Purple Carrot regarding initiatives aimed at expanding thebusinesses of both companies since the second half of 2018. The two companies' business philosophy, which provides
customers with deliciousness and a healthy eating table through food, and in itself leads to social sustainability, has much incommon. In addition, we concluded that the business models of both companies are very similar and that it is easy togenerate synergy, and we acquired the shares of Purple Carrot and decided to expand our business in the United States.
As a result of these developments, in addition to the development of business models in Asian countries based on Oisix
brands, Purple Carrot 's business development in the U.S. has also been added to our overseas business.
This global expansion of the health-conscious food category of plant-based and Japanese food is the first in the world totake place in Asia and the United States.
1２．Summary of Company whose Shares will be Acquired(1)Company Name

Three Limes, Inc（Purple Carrot）(2)

Location (Head Office)176 Federal Street, 5th Floor Boston, MA 02110(3)

Name and Title of theAndy Levitt

Representaive(4)

Business Description

Meal Kit delivery(5)

Year of Establishment30 April 2014

(6)

Major Shareholders &Andy Levitt（66.8％）, Brian Greenfield（13.6％）, etc.

Ownership (%)
(7)

(8)

Relationship between

Capital Relations

No relevant capital relations.

Listed Entity andHR Relations

No relevant human resource relations.

Current Company

Business Relations

No relevant business relations.

3-Year Business Performance / Financial Standing of Current Company (Unit: thousand USD)
Fiscal Year

FY 12/2016

FY 12/2017

FY 12/2018

Net Assets△2,621△7,485△5,197

Total Assets

1,917

2,560

3,225

Sales

8,648

28,621

40,317

EBITDA△3,367△3,797△3,062

Net Profit△3,731△4,867△4,424

３．Summary of Company from which Stock will be Acquired
This information has been omitted because of the large number of shareholders.
４．Percentage of Shares to be Acquired, Acquisition Value, and Holdings Percentage Before and After Transaction(1)

Holdings Percentage0%

Prior to Transaction(2)

Shares Percentage to be

100%Acquired(3)

Acquisition Value

21 Million USD(4)

Holdings Percentage

100%

Post Transaction※As regards to Acquisition Value, the services of an independent third-party assessor was used to secure such data asstock valuation in the name of fairness and validity/ suitability. The acquisition value includes the earn-out
consideration at 17 Million USD..
５．Schedule of Events(1)

Board of Director

25 April 2019

Resolution(2)

Transfer of Shares

31 May 2019 (Tentative)

６．Earnings Outlook
Purple Carrot's operating results are expected to be reflected in our consolidated financial results for the fiscal year
ending 31 March 2020. The consolidated earnings forecast for the fiscal year ending 31 March 2020 is scheduled to beannounced on 14 May 2019.
End2