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SDK's Aluminum Products Sales Agents To Be Merged

January 21, 2003

Showa Denko K.K. (SDK) has decided to merge its two agents in western Japan for the sale of aluminum sheet/extrusions effective May 1, 2003.

The two companies to be merged are Takasago Kinzoku K.K. in Osaka, engaged in fabrication and sale of aluminum sheet/extrusions and sale of exteriors, and Daishin Kinzoku K.K., also in Osaka, selling aluminum sheet/extrusions and IT-related materials. The two are influential sales agents in western Japan dealing in SDK's aluminum sheet/extrusions over many years.

Prior to the merger, SDK will increase its ownership in Takasago Kinzoku from the present 19.1% to 100% by acquiring shares from the current board members and other shareholders. Daishin Kinzoku, a wholly owned subsidiary of SDK, will be merged into Takasago Kinzoku. Upon merger, the new company will be named Showa Denko Aluminum Trading K.K., which will be capitalized at 250 million and fully owned by SDK. The new company's sales will amount to approximately 10 billion a year. President of the new company is yet to be named.

The merger will bring together the two companies' development and marketing strengths in different market areas: Takasago Kinzoku has been active in the area of building materials while Daishin Kinzoku has put emphasis on IT-related materials. The merger will also generate synergies in sales of general products common to the two companies. Furthermore, profitability and efficiency will improve through integration of administrative organizations and optimization of distribution arrangements.

The outlines of the two companies to be merged are shown below.

  Takasago Kinzoku K.K. Daishin Kinzoku K.K.
Establishment 1951 (Apr.) 1950 (Nov.)
Capital 99.6 million 30 million
SDK's ownership 19.1% 100%
Sales
(for the fiscal year that ended March 2002)
Approx. 6.5 billion Approx. 3.9 billion
President Yuzo Tanaka Hideo Tsukaguchi
Number of employees 61 18