Corporate Profile

Nihon M&A Center Inc.

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Company Outline

The company has a history of over 27 years as Japan's largest independent M&A �rm.

Company name

Headquarters location

Of�ces in Japan

Of�ce in abroad

Established/capital

Description of business

Representatives

Employees (consolidated)

Market listings

Market capitalization

Consolidated company

Af�liated companies

Nihon M&A Center Inc.

24F TEKKO BUILDING 1-8-2, Marunouchi, Chiyoda-ku, Tokyo, 100-0005, Japan

Tokyo Headquarters, Osaka Branch, Nagoya Branch, Sapporo Of�ce, Fukuoka Sales branch

59th Floor, UOB Plaza 1, 80 Raf�es Place, Singapore, 048624

April 1991 / 1.3 billion yen

M&A support services (reorganization, capital policies, MBO, etc.)

Chairman and Founder Yasuhiro Wakebayashi, President Suguru Miyake

308 (as of Sep. 2017)

Tokyo Stock Exchange, First Section (code 2127)

Approx. 290 billion yen (as Mar. 2017)

Corporate Value Laboratory Inc.

Japan Private Equity Co., Ltd. Yano Research Institute Ltd.

Business Succession Navigator Inc.

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No. 1 M&A Advisory Firm in Japan

Key Features

The Largest M&A Boutique with a workforce of 300 people in Japan. (Listed on the TSE 1st section with market capitalization of approximately 290 billion yen as of March 2017)

The Largest M&A Network to access targets companies throughout Japan. It consists of approximately 105 regional banks (covering 90% of domestic regional banks) and over 600 top accounting �rms in Japan.

Independent Public Company not part of any keiretsu groups. Unrestricted and free access to various Japanese companies. (Listed on the TSE 1st section with more than 3,500 M&A transactions closed over the last 25 years)

Strong Research Function in various sectors with collaboration of our group company, Yano Research Institute (http://www.yanoresearch.com/about_yano/ ), one of the largest and most well-established marketing research and consulting �rms in Japan.

The Largest In-house M&A Database daily updated by more than 53,000 �eld visits every year to provide fresh information and direct access to decision makers of target companies.

5 Business history

Database that has grown since our

establishment in 1991

27years

Record of M&A support

Nihon M&A center has successfully

conducted over

3500M&A advisory

services

Number of business partners

Institutional partners

1000partners

FY2013 FY2014 FY2015 FY2016

600

500

400

300

200

100

0

Number of M&A deals closed

FY2012

Sales and market capitalization (1 million yen)

207254

338

420

524

7,214

10,547

14,778

0

5,000

10,000

15,000

20,000

25,000

0

120,000

60,000

180,000

240,000

300,000

FY2012 FY2013 FY2014 FY2016FY2015

*Market capitalizations based on the stock prices at the end of March each �scal year.

19,069sales

Market capitalization

12,227

261,927

165,954

110,529

292,929

55,251

Our expansive domestic network provides us with M&A information from all over the nation

As of the end of Oct. 2017

Why are we unique? - Our strong domestic network

302717

167039 34

36

190

Regional institutions

Accounting �rms

Others

(Includes 4 overseas)

28

71

Kyusyu, Okinawa

Chugoku, ShikokuKansai

Chubu

Kanto

Hokkaido, Tohoku84

153

66

195

49

70

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Participants from regional banks nationwide for the fourth Bank of the Year awards

(At the Imperial Hotel Tokyo on May 29, 2017)

The largest regional banks network with 98 regional banks holds the

“Bank of the Year” ceremony*105 regional banks exist in Japan

The largest accounting �rms networkwith 700 top accounting �rms holds the

“Nihon M&A Association International Conference”

Participants from accounting �rms nationwide

(At the San Francisco Marriott Marquis on March 20, 2017)

Examples of initiatives to revitalize the network

Why are we unique? - Our strong domestic network

Why are we unique? - Our overseas network

Alliance location

Asia M&A Center (*NAC Global Co., Ltd.)Shanghai MYTS M&A Center (*MYTS Group)ASEAN M&A Center (*SCS Global Financial Advisory Pte Ltd.)Beijing M&A Center (*Uchida Soken Group)

Our partners

Our partners’ locations

Our overseas network is expanding

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20082010201020102011201220122012201220122012201220132013201320132014201420142014201420142015201520152015201520162016201720172017

MetalworkingElectronic component assemblyInformation servicesFilm processingMetalworkingFood manufacturingApparel manufacturingCosmetics wholesalingToy manufacturing/wholesalingMachine tradingMachine manufacturingPacking material tradingMetalworkingMetalworkingPrintingMetalworkingMetalworkingMetalworkingFilm processingMachinery manufacturingSpecialized equipment manufacturingSemiconductor component manufacturingPC-related product salesSemiconductor-related manufacturingPlastic-related products manufacturingPrintingIT systemsElectronic component assemblyConstruction companyIT serviceRestaurantConstruction

Transferring CompanyYear Acquiring CompanyJapanChina, Hong Kong, MalaysiaU.S.JapanThailandSingapore, ThailandChina, Hong Kong, BangladeshU.S.U.S.China, VietnamSouth KoreaChina, Hong Kong, ThailandIndonesiaChina, Hong KongChina, Hong KongChina, Hong Kong, Thailand, VietnamIndonesiaThailandChina, Hong KonSouth KoreaChinaTaiwanTaiwanChina · South KoreaThailandIndonesiaIndiaJapan, Hong Kong, China, MyanmarVietnamPhillinesSingaporeSingapore

InvestingInformation servicesInformation servicesInvesting companyPlastic moldingFood manufacturingApparel tradingInvesting companyApparel manufacturingSpecialized equipment manufacturingMachine manufacturingPacking material manufacturingPrecision equipment manufacturingMetal parts tradingApparel manufacturingMetalworkingInvestingMetalworkingInvestingMachinery manufacturingSpecialized equipment manufacturingInvestingInvestingIndustrial equipment manufacturingPlastic-related products manufacturingPrintingIT systemsElectronic component assemblyConstruction companyIT serviceCeremony service Healthcare

ChinaJapanJapanChinaThailandJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanJapanHong Kong, ChinaJapanJapanJapanJapan

Our cross-border M&A records

M&A work�ow

Company analysis, industrial sector research, and the selection of prospective buyers

Explanation of executive summary (name not disclosed)

Explanation of executive summary (detailed, name disclosed)

Signing of advisory agreement

Provision of detailed individual materials

Signing of con�dentiality agreement

Executive summary preparation (name not disclosed)

Executive summary preparation (detailed, name disclosed)

Individual consultation

CEO interviews, company visits

Negotiation of conditions such as price

Signing of basic agreement

Due diligence

Negotiation of �nal terms

Signing of �nal agreement

Delivery, settlement, and disclosure

Seller

Nih

on

M&

A C

ente

r

Buyer

Signing of advisory agreement

Material provision

Business valuation

Retainer fee

Contingent fee Contingent fee

Interim fee

Retainer fee

We ful�ll all of these roles.

1. Intermediation

2. Buy-side advisory service

3. Sell-side advisory service

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One stop service

• developing M&A strategy, de�nition of target corporations

• feasibility studies

• drawing up the information memorandum

• long list, short list proposal

• approaching methods proposal

• proposition to the targets

• corporate valuation, negotiation

• proposal of deal structuring

• handling the deal process and schedule

• support for drawing up contract drafts

• support for due diligence

• support for drawing up other documents

• support for drawing up post merger integration plan

• running integration committee

• other services

preparation

matching

integration

1Phase

2Phase

3Phase

4Phase

5Phase

Sourcing

Execution

PMI

negotiation

execution

One ASIA - Our goal is to become the top M&A �rm in Japan, and then in Asia!

Since our foundation in 1991, we have

supported over 3,500 small- and

medium-sized companies through friendly

M&A transactions. Drawing on our experience

and know-how, our expert team provides

support for overseas company purchases

(setting up operations overseas) and overseas

company sales (withdrawing/relocating from

overseas and executing overseas business

successions).

We pride ourselves in being the only company

that is able to provide a high level of support,

both in "quality" and "quantity," in

cross-border M&As for not only major

companies but also medium-sized companies.

10~50 1~10 <1100~500>5,000 1,000~5,000 500~1,000

1

761

539

163273

5823

933

Classi�cation Based on Transaction Amount: No. of M&A Cases in Major 6 ASEAN Countries (2012-2015)

50~100

*Total of inbound (out-in) M&A cases for Singapore, Thailand, Malaysia, Vietnam, the Philippines, and Indonesia

*Source: Survey by the Yano Research Institute Ltd.

(Unit: Million USD)

Major bank / securities company

Local M&A Boutique

Nihon M&A Center

Adviser Ultra-large cases(>500)

Large cases(100~500)

Medium-scale cases(10~100)

Small cases(1~10)

Ultra-small cases(<1)

Cases not handled by major �nancial agencies

(Deal size)Large

Medium

Small

Community-based

National

Oversea

s expansio

n

Small/midsizeM&A boutiques

Nihon M&A Center

Domestic banks/securities companies

Major investment banks

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10

Contact us

E-mail: crossborderma@nihon-ma.co.jpWebsite: https://www.crossborder-ma.jp/en/index.html

Cross-border M&A team members

Yoshihiro YASUMARUGeneral Manager

Hiromitsu WATANABEManager

Masahiro NISHIISingapore Branch Manager

Yusuke OJIMADeputy Manager

Born in 1968. After working for a general trading company and audit corporation, he joined Nihon M&A Center in 2002.He was stationed in Indonesia for 6 years during his time with the trading company. Focusing on cross-border M&A in Asian countries, he has supported approximately 80 M&A projects (in locations such as Thailand, Singapore, Indonesia, Vietnam, China, Taiwan, South Korea, and Bangladesh). He has a great deal of M&A support experience in Asia entry, withdrawal, and relocation. US Certi�ed Public Accountant.

Pro�le Born in 1975. After working for a major chemicals manufacturer, he joined Nihon M&A Center in 2004. He earned his MBA at UK's Nottingham University (2004), and engaged in public to private management buyout (MBO) research at the Centre for Management Buy-out and Private Equity Research (CMBOR).With experience in multiple M&A support projects for listed companies, he has provided support in over 20 cross-border M&As (including U.S., China, Hong Kong, Malaysia, Thailand, Vietnam, South Korea and India).

Pro�le Born in 1986. He joined Nihon M&A Center as a recent graduate in 2008.He cooperates with �nancial institutions to carry out M&A work in a wide variety of industries. After obtaining his MBA from the National University of Singapore, he opened the Singapore Branch in 2016 and was appointed branch manager the same year (residing in Singapore). He has experience assisting over 30 cross-border M&A cases.

Pro�le Born in 1987. After working for a general trading company, he joined Nihon M&A Center in 2016. He was stationed in Indonesia for 3 years during his time with the trading company. He is well-versed in the ASEAN market, particularly manufacturing, and has a varied network. He has supported many acquisitions and capital collaboration of foreign corporations by Japanese corporations.

Pro�le

https://www.nihon-ma.co.jp/

Tokyo Headquarters 24F TEKKO BUILDING, 1-8-2, Marunouchi, Chiyoda-ku, Tokyo

Singapore Of�ce 59th Floor, UOB Plaza 1, 80 Raf�es Place, Singapore, 048624tel. +65-6817-5490

BranchesOsaka / Nagoya / Sapporo / Fukuoka