Notice of Merger


We wish to advise that MAXRAY INC. and USHIO LIGHTING, INC. have concluded a merger agreement to merge the two companies, effective April 1, 2018, as follows.

Details


1. Purpose of Merger

MAXRAY INC. is a long-established specialist manufacturer engaged in the design, engineering, manufacture and sale of special lighting fixtures for commercial facilities, interiors, and other applications. It maintains strong brand power, product strengths, and solution proposal capabilities. USHIO LIGHTING, a specialist manufacturer and distributor of LED, halogen and other light sources for shops and commercial facilities and for studios and other SSTV applications, halogen heaters, and lamps and light sources for testing and measuring equipment, etc., enjoys a high market share and is highly recognized in the lighting industry. It offers computer-controlled lighting solutions for the entertainment industry, such as amusement facilities, theaters, studios, and stages at hotels, wedding halls and other similar facilities, architectural and landscape lighting, and special lighting fixtures for the marine and agricultural industries. It has further expanded into a wide range of business activities as a specialist trading company in exposure devices and industrial equipment in the industrial arena, and has built up a strong brand in specialized areas.
With the merger between our two companies, MAXRAY and USHIO LIGHTING will become the domestic USHIO Groupfs core company in the lighting field. It will cover a wide range of domains as an organization able to propose lighting solutions from light sources to lighting fixtures, from the ghardwareh to the gsoftware.h In the future, we will be able to deliver products and services of an even higher standard than before.

2. Overview of Merger

(1) Merger Schedule

Conclusion of Merger Agreement@February 23, 2018
Date of Effect of Merger@April 1, 2018 (TBC)

(2) Merger Method

The merger will be effected as an absorption-type merger. USHIO LIGHTING will remain as the company surviving the merger and MAXRAY INC. will be dissolved.

3. Overview of Parties to Merger

Trade NameMAXRAY INC.USHIO LIGHTING, INC.
Description of BusinessManufacture and sale of special lighting fixtures for commercial facilities, interiors, and other applicationsManufacture and sale of halogen lamps, LED light sources, special heaters, semi-conductor heaters, fiber-optic light source devices, etc. Sale of image and lighting systems, marine lighting systems, security lighting systems, precision exposure systems, plastics (injection-molding systems, mold monitoring devices, joints, tubes, plastic materials, etc.), factory automation equipment (food processing machinery and systems, packing machinery and systems, etc.)
Head Office2-18-6 Shiginonishi, Joto-ku, Osaka2-9-1 Hatchobori, Chuo-ku Tokyo
RepresentativeRyujiro Tsubaki, CEO/Managing DirectorShiro Ushio, Chairman and CEO
Ryujiro Tsubaki, COO/Managing Director

4. Status after Merger

Trade NameUSHIO LIGHTING, INC.
AddressHead Office: 2-9-1 Hatchobori, Chuo-ku Tokyo
Branches and Sales Offices: Tokyo, Osaka, Nagoya, Fukuoka
Production Sites and Business Offices: Fukusaki, Tsukuba
Technical Center: Tsukuba
Distribution Centers: Fukusaki, Higashi-Osaka
RepresentativeShiro Ushio, Chairman and CEO
Ryujiro Tsubaki, COO/Managing Director
Capital\100,000,000

Contact for Inquiries about this matter

MAXRAY INC.
General Administration Section@Tel.: +81-6-6304-0140 / Fax: +81-6-6304-3800
Accounting Section@Tel.: +81-3-3552-8287 / Fax: +81-3-3552-8027