News Release
SANWA HOLDINGS CORPORATION
Nishi-Shinjuku 2-1-1 Shinjuku-ku
Tokyo 163-0478, Japan
http://www.sanwa-hldgs.co.jp
November 29, 2011

Announcement of the acquisition of Creative Door Services Ltd. (Canada)
and the establishment of a subsidiaryTokyo, Japan – November 29, 2011 (US time: November 28, 2011) - Sanwa Holdings
Corporation (hereinafter “Sanwa”) is pleased to announce that its Board of Directors today
approved Overhead Door Corporation (hereinafter “ODC” Corporate location: Dallas, Texas USA),a wholly owned subsidiary of Sanwa to purchase 100% of the issued and outstanding shares ofCreative Door Services Ltd. (hereinafter “CDS”, Corporate location: Edmonton, Alberta, Canada),
which is currently one of the largest dealers of Wayne Dalton, an important door brand of ODC.
The transaction will be completed through a newly formed Canadian subsidiary of ODC,
established to acquire the stock of CDS.

Ⅰ. Agreement to be made regarding acquisition of Creative Door Services Ltd.
(Canada)1．Purpose of the acquisition
Sanwa is operating in four main regions around the globe, namely Japan, U.S., Europe andAsia(China), aiming to be No.1 global player in steel building materials industry. ODC isresponsible for business in North America and one of the leader of the industry. ODC has beenstrengthening its business in the maintenance service and installation segment as one of its longterm strategy, and has acquired a major distribution and servicing company for automatic doors inJanuary 2011.
By acquiring CDS, a leader in serving residential and commercial customers in Western Canada,
ODC will enhance its service and install capability in garage doors, commercial sectional androlling steel doors in North America.

As a leader in the door business in Western Canada, CDS offers wide range of products &－1－

services including wholesale distribution and technical project expertise in the installation ofresidential and commercial sectional, rolling steel and specialty doors.
Using the strength of CDS, ODC expects to improve its business base and profitability byexpanding the CDS business model to new customers, particularly in markets in which it is underrepresented or underserved. By strengthening service & install capability and profitability of ODC
in North America, Sanwa will accelerate global expansion as its basic strategy.

2．Company Overview: Creative Door Services Ltd. (Company to be purchased)(1)

Company Name:

Creative Door Services Ltd.

(2)

Registered Head Office14904-135 Avenue Edmonton, AB T5V 1R9 Canada(3)

Representative(4)

Business Description

James Cumming (CEO)Sales, Installation and Service of Residential Garage
Doors Commercial Sectional , Rolling Steel and Specialty
Doors

(5)

Paid-up Capital

CAD 3.7 Million(6)

Established1969(7)

Current Ownership

Roynat Capital
Kenaco Capital Services
Others: 9 individuals(8)

Relation between Sanwaand CDS

There are no capital, personal or trade relationsbetween Sanwa and CDS(9)Key consolidated financials in most recent fiscal year (in CAD 000)Financial Period

March 2009

42.7%
11.1%
46.2%

March 2010

March 2011

Net Assets

8,187

10,892

11,596

Total Assets

29,84022,772

21,131Net Sales

80,73764,36961,931

EBIT

4,583

5,175

6,268

Net Income

2,375

3,074

4,077－2－3.
Company Overview: Sellers<1> Roynat Capital Inc.
40 King Street West, 26th Floor, Toronto, ON M5H 1H1(1)

Registered Head Office(2)

Representative
Business Description

Rania Llewellyn (President & CEO)

Relation between Sanwa
and Roynat Capital

There are no capital, personal or trade relations
between Sanwa and Roynat Capital

(3)
(4)

CanadaPrivate Equity Fund & Capital Solutions<2> Kenaco Capital Services Inc.
(1)

Registered Head Office

610 202 6 Av SW, Calgary, AB, T2P 2R, Canada(2)

Representative
Business Description

Kenneth M. Stephenson (President)

Relation between Sanwa
and Kenaco Capital

There are no capital, personal or trade relations
between Sanwa and Kenaco Capital Services

(3)
(4)

Investment<3> Others: 9 individuals
There are no capital, personal or trade relations between Sanwa and Other sellers
4．Company Overview: ODC(1) Company Name
(2)

Registered Head Office(3)

Representative(4)

Business Description(5)

Established

Overhead Door Corporation
2501 South State Highway 121 Suite 200 Lewisville, TX
75067, USA
Dennis Stone (CEO)Production and sales of the following products; Residential
Sectional Garage Doors, Commercial Sectional and Rolling
Steel Doors, Truck and trailer doors, Residential Garage
Door Openers, Commercial Door Openers and Automatic
Entrance Systems
1921

5. Number of CDS Shares before and after announced transaction, purchase price(1)

Number of CDS shares
0 shares (0.0% of total shares)
before transaction(2)

Number of CDS shares to 1,030,450 shares(100.0% of total shares)
purchase(Purchase price: CAD 45 Million)(3)

Number of CDS shares
1, 030,450 shares(100.0% of total shares)
after transaction－3－

6. Timeline
The Date of Resolution of theNovember 29th 2011
Board:The Date of Signing of theDecember 1st 2011
Agreement:
The Date of Closing:
December 1st 2011

Ⅱ. Establishment of a subsidiary
1．Purpose of the establishment of the subsidiary
In connection with the acquisition of Creative Door Services Ltd., ODC has established asubsidiary to acquire CDS.
The new subsidiary will be amalgamated with CDS right after the acquisition and the new company
will succeed the name of Creative Door Services Ltd. and its entire operation.

2．Company overview :The new subsidiary in Canada (Purchaser)(1)Company Name

1641026 Alberta Ltd.

(2)

Registered Head Office2900,10180-101 Street, Edmonton, AB T5J3V5, Canada(3)

Representative(4)

Business Description(5)

Paid-up Capital

Dennis Stone (CEO)Sales, Installation and Service of Residential Garage Doors,
Commercial Sectional , Rolling Steel and Specialty DoorsCAD25 Million(6)Established

November 2011(7)

Ownership

100％ wholly owned by ODC

Ⅲ. Impact on Sanwa’s Financial Performance
It is anticipated that the acquisition of CDS will not impact Sanwa’s financials, neither nonconsolidated nor consolidated, for its fiscal year ending 31 March 2012. Forecast for financial year
2013 and onwards will be announced when it will be ready.

－4－【Reference】
Sanwa Holdings Corporation Financial Forecast 2011 (as of October 2011) and 2010 Actual(Million yen)
Consolidated
Net Sales

Consolidated
Operating
IncomeConsolidated
Ordinary
IncomeConsolidated NetIncome

FY2011 Sanwa Consolidated Forecast

245,500

9,000

8,600

4,000

FY2010 Sanwa Consolidated Actual

237,295

4,562

4,033

(2,443)－5－