Lintec Announces the Acquisition of Duramark Products, Inc. in the United States

Apr. 1, 2021

Lintec Corporation (hereinafter “Lintec”) announced today the results of talks with investors in Duramark Products, Inc. (headquartered in South Carolina, USA; hereinafter “Duramark”) regarding the Lintec Group acquiring all shares of Duramark, a manufacturer and distributor of various adhesive products.

At a meeting today, the board of directors passed a resolution to acquire all shares of Duramark and decided to carry out a transfer agreement with Duramark’s investors on April 1, 2021 (US time). The shares will be acquired through Morgan Adhesives Company, LLC, headquartered in Ohio, USA. Morgan Adhesives Company, LLC is a wholly owned subsidiary of Mactac Americas, LLC (hereinafter “Mactac,” also headquartered in Ohio, USA), which is a wholly owned subsidiary of Lintec USA Holding, Inc.*

Lintec USA Holding, Inc. is a wholly owned subsidiary of Lintec.

1. Reason for the Acquisition of Shares

The Lintec Group has been moving forward with the globalization of its business based on the concept of local production, manufacturing products in locations that are closer to its customers and providing them with a stable supply. Notably, in North America, in December 2016 the Group acquired Mactac, a manufacturer and distributor of adhesive papers and films for labels, and graphic films, thereby strengthening and expanding its Printing & Variable Information Products Operations and Industrial & Material Operations, which are the Group’s core businesses.

Duramark’s business operations span adhesive papers and films for labels, and graphic films, mainly provided to customers in North America. The acquisition provides immediate access to production equipment that Mactac requires to increase the production capacity of adhesive papers and films for labels, its main products. In addition, the introduction of the Duramark-owned integrated production system for graphic films, as well as in-house production, will greatly help to acquire new commercial rights and expand sales. Lintec plans to strengthen and expand its business not only in North America but also in Japan and other regions.

2. Overview of the Subsidiary to Be Transferred

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(9) Results and financial position for the last three years of the company concerned
(1) Name	Duramark Products, Inc.
(2) Address	1896 Moore Duncan Hwy, Moore, South Carolina 29369 USA
(3) Title and name of representative	CEO: Lucio Siano
(4) Business description	Manufacture and sale of adhesive papers and films for labels, graphic films, etc.
(5) Capital	US$10 *
(6) Established	December 9, 1983
(7) Investor and equity ratio	Common stock Duramark Products Holding, Inc. (1,000 shares, 100%)
(8) Relationship between Lintec and the company concerned	There is no capital, personal or business relationship.
Fiscal year	Ended December 2017	Ended December 2018	Ended December 2019
Net assets	US$50 million	US$17 million	(US$14 million)
Total assets	US$137 million	US$134 million	US$120 million
Net sales	US$77 million	US$72 million	US$72 million
Operating income	(US$4 million)	(US$29 million)	(US$25 million)
Net income	(US$3 million)	(US$33 million)	(US$30 million)

After the acquisition, Duramark's capital will be equivalent to the trading value of the shares, and the company will become a specified subsidiary of Lintec.

3. Overview of the Share Acquisition Partner

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(1) Name	Duramark Products Holding, Inc.
(2) Address	Corporation Trust Center, 1209 North Orange Street, Wilmington, Delaware 19801 USA
(3) Relationship with Lintec	There is no capital, personal or business relationship.

4. Share Acquisition Ratio and Share Ownership Ratio before and after Acquisition

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(1) Share ownership ratio before transfer	–
(2) Acquisition share ratio	100%
(3) Acquisition price	Trading value of the shares: About US$60 million Advisory fees, etc.: About US$1 million
(4) Share ownership ratio after transfer	100%

5. Schedule

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(1) Date of board of directors’ resolution	April 1, 2021
(2) Date of the conclusion of share transfer agreement	Scheduled for April 1, 2021 (local time)
(3) Closing (stock acquisition date)	Scheduled for April 1, 2021 (local time)

The closing (stock acquisition date) shall occur after the transfer agreement conditions have been met.

6. Future Outlook

The funds for the acquisition will be appropriated from Lintec’s cash reserves. Furthermore, the acquisition will have no impact on the consolidated financial results of Lintec for the fiscal year ended March 31, 2021. Lintec will closely examine its impact on its consolidated financial results for the fiscal year ending March 31, 2022 and will promptly disclose any matters that require disclosure.

The contents of the News Release are as of the announcement date. Please note that they may differ from the latest information.

News Release