October 15, 2010
To Whom It May Concern:
Company Name:
Representative:
Stock Code:Inquiries:

Sumitomo Heavy Industries, Ltd.
Yoshinobu Nakamura, President
6302
Hideo Oshima
General Manager –Corporate
Communications
Department
Tel: +81-3-6737-2333

Notice Regarding the Acquisition of Shares of Hansen Industrial Transmissions NV
This is to notify that Sumitomo Heavy Industries, Ltd. (hereinafter referred to as “SumitomoHI” or the “Group”) has submitted an offer to Hansen Transmissions International(hereinafter referred to as “Hansen Transmissions”) to acquire the shares of Hansen
Industrial Transmissions NV (hereinafter referred to as “HIT”), a manufacturer anddistributor of industrial gear boxes based in Belgium. In addition, Sumitomo HI has
entered an exclusive discussion period with Hansen Transmissions in regards to thepotential acquisition. If successful, HIT will become a wholly-owned subsidiary ofSumitomo HI.
1. Reasons for Acquiring Shares in HIT
Sumitomo HI has positioned power transmission products as one of its core businessareas and has worked, over the years, to enhance its capabilities in this sector.
Presently, industrial gear boxes account for 25% of the overall sales of the powertransmission business. With economic growth in emerging markets expected toremain steady, demand for power transmission-related products is anticipated togrow. Moreover, significant capital investment activity in resource-driven economies
such as China, South America, South Africa, Australia and India are also expected todrive the expansion of the market for industrial gear boxes.
International customers account for more than 50% of the overall sales figure for theGroup’s industrial gear box business. However, on a geographic basis, international
orders are dominated by customers in North America and Asia. In order to grow thisarea of business, Sumitomo HI recognized the need to expand its footprint andincrease sales in areas such as Europe, South Africa and Australasia.
Hansen Transmissions, which was established in Belgium in 1923, is a manufacturer ofgear boxes with a significant brand presence in the market. Its subsidiary, HIT, has amanufacturing base outside of Antwerp and also operates assembly plants in six
countries around the world. In addition, HIT has an established sales network in not
only its home base of Europe, but also in resource-driven markets such as SouthAfrica and Australia which are set to drive future demand in this sector.
Beginning in 1973, Sumitomo HI had a licensing agreement in place with Hansen
Transmissions for approximately 20 years. As a result, the Group expects to be able togenerate product synergies with HIT in the near term. Further, the acquisition of HIT
shares and making the firm a wholly-owned subsidiary, will allow Sumitomo HI toexpand its distribution channels, and increase the sales of industrial gear boxes on aglobal basis.

Sumitomo HI will continue to discuss with Hansen Transmissions as necessary inregards to the acquisition of HIT shares. A subsequent release will be issued as soon
as a final agreement is in place, which is expected to close before 31 March 2011.
Please note that the exclusive discussion period runs until March 2011.
2. Profile of Subsidiary to be Transferred(1) Name
Hansen Industrial Transmissions NV(2) Address
Leonardo da Vincilaan 1-3 B-2650 Edegem(Antwerp), Belgium(3) Name and Title ofTorsten Schultz (Managing Director)
Representative(4) Description of BusinessManufacturing and sales of industrial gear boxes
Activities(5) Capital€7,000,000(6) Date of Establishment
April 2010(7) Major Shareholder andHansen Transmissions International NV (100%)
Percent Held
(8) Relationship Between
CapitalSumitomo HI and HIT do not have
Publicly Held Company andRelationshipa significant capital relationship ofCompany to be Acquired
note. Further, no related person oraffiliate of Sumitomo HI has asignificant capital relationship withany related person or affiliate ofHIT.
Personnel
Sumitomo HI and HIT do not have
Relationshipa significant personnel relationshipof note. Further, no related personor affiliate of Sumitomo HI has asignificant personnel relationshipwith any related person or affiliateof HIT.
Transactional Sumitomo HI and HIT do not have
Relationshipa significant transactional
relationship of note. Further, norelated person or affiliate ofSumitomo HI has a significant
transactional relationship with any
related person or affiliate of HIT.
(9) Consolidated Operating Results and Financial Condition for the Most Recent
Three Year Period

FY2009(*)
Total net assets€68.0mTotal assets€116.5m

Revenue€83mProfit/(loss) before tax(€4.2m)No financial statements have been prepared for the subsidiary to be transferred(i.e. HIT) as it was established in April 2010 and a full fiscal year cycle has not yet
been completed as of the date of this publication. The above figures are given byHansen Transmissions. (*)Financial year ended on 31 March 2010.

3. Profile of Company where Shares will be Acquired From
(1) Name
Hansen Transmissions International NV(2) Address
De Villermontstraat 9 B-2550 Kontich, Belgium(3) Name and Title ofTulsi R. Tanti (Chairman)
Representative(4) Description of Business
Manufacturing and sales of wind turbines andActivities
gear boxes for wind power generation, as well as
industrial gear boxes.
(5) Capital€18,000,000(6) Date of Establishment
1923(7) Net Assets€599,000,000(8) Total Assets€1,066,000,000(9) Major Shareholder and
AE-Rotor Holding BV
26.06%
Percent Held (as of March
Ecofin Limited
12.27%
2010)Blackrock Investment Management (UK)
5.56%
Ltd.
Wellington Capital Company LLP
4.73%
I.G. Investment Management, Ltd.
3.34%
(10) Relationship Between
CapitalSumitomo HI and Hansen
Publicly Held Company andRelationshipTransmissions do not have aCompany to be Acquired
significant capital relationship ofnote. Further, no related person oraffiliate of Sumitomo HI has asignificant capital relationship withany related person or affiliate ofHansen Transmissions.
Personnel
Sumitomo HI and Hansen
RelationshipTransmissions do not have asignificant personnel relationship ofnote. Further, no related person oraffiliate of Sumitomo HI has asignificant personnel relationshipwith any related person or affiliateof Hansen Transmissions.
Transactional Sumitomo HI and Hansen
RelationshipTransmissions do not have asignificant transactional
relationship of note. Further, no
related person or affiliate of
Sumitomo HI has a significant
transactional relationship with any
related person or affiliate ofHansen Transmissions.

4. Number of Shares to be Acquired and the Status of Shares Held Before and After the
Proposed Acquisition(1) Number of Shares Held by0 shares
Sumitomo HI Prior to the Transfer(Number of Voting Rights: 0)(Acquisition)(Percentage Held: 0.0%)(2) Number of Shares to be Acquired 21,000 shares(Number of Voting Rights: 21,000)(Acquisition Price: €75million on a cash anddebt free basis or JPY8,600 million)(3) Number of Shares to be Held by21,000 shares
Sumitomo HI After the Transfer(Number of Voting Rights: 21,000)(Acquisition) is Completed(Percentage Held: 100%)
5. Schedule(1) Execution Date of Transfer
Agreement(2) Transfer Date of Share
Certificates

January 2011 (Anticipated)
March 2011 (Anticipated)

6. Future Outlook
If the proposed move is successful, HIT will become a wholly-owned subsidiary of
Sumitomo HI. The impact on current year business results (ending March 2011) as aresult of the proposed acquisition is expected to be minimal. If for unforeseenreasons there is to be a significant impact to the current forecast as a result of theproposed acquisition, an announcement will be made in a timely manner.
END(Reference)
Current Year Consolidated Earnings Forecast (as announced on July 30, 2010) andConsolidated Financial Performance for the Previous Fiscal Year
(Units: in millions of Yen)
Consolidated
Consolidated
Consolidated
Consolidated
Net Sales
Operating
Ordinary
Net Income
IncomeIncomeCurrent Year
Consolidated
Earnings Forecast
540,000
36,00032,00016,500(Period Ending
March 2011)
Prior Year
Consolidated
Financial
516,165
28,254
26,333
13,280
Performance(Period Ended
March 2010)