April 10, 2013
Issuance of Stock Acquisition Rights as Stock Options
Star Micronics Co., Ltd. resolved at a meeting of the Board of Directors held today, to make thefollowing proposals at the 88th Ordinary Annual General Meeting of Shareholders scheduled for May23, 2013: 1) that Stock Acquisition Rights (“SARs”) be issued for no consideration as Stock Options
to Directors, Executive Officers and Employees of the Company and Directors of our consolidated
companies pursuant to Articles 236, 238 and 239 of the Companies Act of Japan; 2) that thedetermination of the matters regarding the offering be delegated to the Board of Directors; and 3)
that SARs be issued for remuneration to Directors. The Company hereby announces the following:
1. Reasons necessitating the offering of preferential SARs
Reasons are as follows: 1) For the purpose of further increasing the resolve and enthusiasm toimprove our consolidated business results; 2) To issue SARs to Directors, Executive Officers andEmployees of the Company and Directors of our consolidated companies for no consideration; and3) To enhance corporate value in the long term.
2. Individuals to Receive SAR Allotments
SARs will be allotted to Directors, Executive Officers and Employees of the Company andDirectors of our consolidated companies.
3. Summary of SARs issue(1) Share types and numbers of new shares targeted for SARs
A maximum of 220,000 shares of the Company’s common stock.
In the event that the Company conducts a stock split or stock consolidation after the day on
which the SARs were allotted (“the allotment date”), the number of shares shall be adjusted using
the formula listed below. However, any required adjustments will apply to the number of sharesassociated with SARs that remain unexercised at the time. Fractional shares of less than 1 sharethat result from such adjustments will be rounded off.
Number of shares
after adjustment=Number of sharesprior to adjustment

×Stock split orconsolidation ratio

In addition to the above, should reasons arise that necessitate adjustments to the number of shares,
the number of shares may be adjusted within a scope deemed rationale under the circumstances.
(2) Number of SARs
A maximum number of SARs of 2,200 (100 shares of common stock per SAR. However, in theevent of an adjustment to the number of shares stipulated in (1) above, the same adjustment willbe applied)(3) Amount to be paid in exchange of SARs
No payment will be required for SARs the upcoming General Meeting of Shareholders delegates
the Board of Directors to offer.
(4) Amount of capital assets subscribed upon exercise of SARs
The amount of capital assets subscribed upon the exercise of SARs will be the paid amount per
share deliverable upon the exercise of SARs (“the exercise price”) multiplied by the number ofshares granted.
The exercise price shall be an amount 1.05 times the average of the prices of the Company’scommon stock on the Tokyo Stock Exchange as at the closing of regular trading for each day inthe month prior to the month in which SARs were issued (except on dates where there was no1trading) and the amount shall be rounded up to the closest 1 yen unit. However, where thatamount is less than the closing price of the Company’s common stock at the end of regular
trading on the Tokyo Stock Exchange on the allotment date (where there was no trading on thatday, the closing price on the last day of trading prior to that date), the amount shall be the closing
price on that date.
In the event of a stock split or stock consolidation by the Company after the allotment date, theexercise price will be adjusted using the following formula, with fractional shares less than 1 yen
resulting from this adjustment rounded up.
Exercise price afteradjustment=Exercise price priorto adjustment

×1
Stock split or consolidation ratio

In the event that the Company issues new shares at a price below market value, or conducts acancellation of treasury stock (excluding the exercise of SARs), the exercise price shall beadjusted using the following formula, with fractional amounts less than 1 yen resulting from theadjustment rounded up.
Number of new shares to be issued
Number of shares
Exercise priceafter adjustment＝previously issued

Exercise price＋× Paid amount per share
Market value per shareprior to adjustment

×
Number of shares previously issued+ Number of new shares to be issued“Number of shares previously issued” in the above formula is the figure after deduction of total
shares of treasury stock held by the Company from its total number of issued shares. In the eventof a cancellation of treasury stock, “Number of new shares to be issued” shall be read as“Number of shares of treasury stock for cancellation.”
Should an adjustment in exercise price become necessary due to a stock consolidation, corporate
separation, reduction in capital, or other comparable events after the allotment date, the Company
may adjust the exercise price within a scope deemed rationale and appropriate under thecircumstances.
(5) Period of exercise of SARs
From June 29, 2015 to June 28, 2019(6) Requirements for the exercise of SARsa) The persons who have received an allocation of SARs (“SAR Holders”) shall, at the time ofthe exercise of those rights, be the Directors or Executive Officers or current Employees of theCompany or the Company’s subsidiaries. However, this paragraph shall not apply to SAR
Holders who have lost their position or ceased to hold office due to reaching compulsory
retirement age or through the expiration of their term of office or as a result of actions taken at
the Company’s discretion.
b) Upon the death of a SAR Holders, this right may not pass by way of succession.
c) SARs are non-negotiable instruments and may not be pledged or transferred in any form
whatsoever.
(7) Matters regarding increase in capital and capital surplus associated with the issue of shares by
the company due to the exercise of SARsa) The amount of increase in capital shall be one-half the allowable maximum for capital, etc.
calculated pursuant to Article 17 of the Corporate Accounting Rules; amounts under 1 yen
resulting from this accounting treatment shall be rounded up.
b) The amount of increase in capital surplus is equal to the allowable maximum for capital2

applicable to 7 (a) above, minus the amount of increase in capital from 7 (a) above.
(8) Reasons and requirements for acquisition of SARsa) In the event that the SAR Holder can no longer meet the requirements for the exercise of SARs
stipulated in (6) above, the Company may acquire the SARs in question without consideration.
b) In cases where the Company approves a merger contract under which the Company ceases toexist, or where a proposal for approval of a share swap agreement under which the Company
becomes a wholly owned subsidiary, or where a proposal for a total share transfer is approvedat an Ordinary Annual General Meeting of Shareholders (or by resolution of the Board ofDirectors in cases in which approval by the Ordinary General Meeting of Shareholders is notrequired), the Company may, on a separate date stipulated by the Board of Directors, acquire
the unexercised SARs without consideration.
(9) Limits on acquisition of SARs via assignment
Approval of the Board of Directors of the company is required for the acquisition of SARs viaassignment.
(10) Handling of SARs in instances of organizational realignment
In cases where the Company conducts a merger (limited to instances in which the Company
ceases to exist), corporate absorption and separation, new corporate establishment and separation,
share exchanges or share transfers (all of the preceding shall be classified as “organizationalrealignment”), at the time that the organizational realignment comes into force, the Company
shall issue new SARs from the resulting new Stock Company (“the reorganized company”), as
described in Article 236-1 (viii) (a) to (e) of the Companies Act, to SAR Holders for any
remaining SARs individually held. In such cases, the remaining SARs shall be cancelled andreplaced with new SARs issued by the reorganized company. However, the issue of new SARs islimited to cases in which the delivery of new SARs to SAR Holders in line with the requirements
stated below is expressly stipulated in the applicable merger contract, corporate absorption andseparation contract, new corporate establishment and separation plan, share exchange contract, or
share transfer plan.
(i) Number of SARs deliverable by the reorganized company
The number of SARs deliverable shall equal the number of SARs held by each individual
SARs Holder possessing remaining SARs.
(ii) Type of shares of the reorganized company to be used for SARs
Shares of common stock of the reorganized company(iii) Number of shares of the reorganized company to be used for SARs
The number shall be decided in reference to (i) above, taking requirements and other factors
regarding the reorganized company into account.
(iv) Amount of capital assets subscribed upon exercise of SARs
The amount of capital assets to be subscribed upon the exercise of each SAR deliverable, afteraccounting for requirements and other factors regarding the reorganized company, shall bederived by multiplying the paid amount after reorganization following adjustments to theexercise price stipulated in (4) above by the number of shares of the reorganized company tobe used for the applicable SARs, determined pursuant to (iii) above.
(v) Period of exercise of SARs
The period of exercise of SARs shall begin with the starting date for the exercise of SARs
stated in (5) above or the effective date of the organizational realignment, whichever is later,and shall expire on the end date for the exercise of SARs stipulated in (5) above.
(vi) Matters regarding increase in capital and capital surplus associated with the issue of sharesby the reorganized company due to the exercise of SARs3Determined in reference to (7) above.
(vii) Limits on acquisition of SARs. via assignment
Approval of the Board of Directors of the reorganized company is required for the acquisitionof SARs via assignment.
(viii) Reasons and requirements for acquisition of SARs
Determined in reference to (8) above.
(11) Handling of fractional numbers
Any fractional share amounts of less than 1 share deliverable to SAR Holders upon the exerciseof SARs shall be rounded off.
(12) Other details concerning SARs
Other details concerning SARs shall be defined by the Board of Directors, which shall be
responsible for determining matters regarding solicitations pertaining to SARs.
4. Specific methods for calculating remuneration, etc. for Directors
The amount of SARs issued for remuneration, etc. for the Company’s Directors is equal to the fairvalue per SAR on the allotment date multiplied by the total number of SARs (750 or less SARs) tobe allocated to sitting Directors on the allotment date. The fair value of SARs shall be calculatedusing the Black-Scholes model, with reference to any applicable requirements on the allotment
date. Upon the approval of Proposal regarding election of Directors at the 88th Ordinary Annual
General Meeting of Shareholders, the number of Directors shall be six persons.

(Note)The fore going shall be subject to approval of the proposal “Issuance of Stock
Acquisition Rights as Stock Options” at the 88th Ordinary Annual General Meeting of Shareholders
scheduled for May 23, 2013.
End.

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