Business Services Industry

Sumisho Computer Systems Corporation and Sumisho Electronics Co. Ltd., Announced the Business Outlook Reflecting the Merger Impact

Business Wire, April 27, 2005

TOKYO -- Sumisho Computer Systems Corporation (TOKYO:9719), (hereinafter referred as SCS) and Sumisho Electronics Co., Ltd., (JASDAQ:7556), (hereinafter referred as SSE) announced the updates regarding the previously disclosed merger agreement. As reported in the press release on March 31, 2005 (the attached), the two companies have reached an agreement to merge on August 1, 2005, and have been in the process of the integration.

Today, SCS, the ongoing concern, announced the business outlook for the six months ending September 30, 2005 and for the Fiscal Year ending March 31, 2006, which reflect the effect of the merger.

Business outlook of the company for the six months ending September 30, 2005, and for the fiscal year ending March 31, 2006.

(Consolidated)                                          (JPY Millions)
----------------- ----------------------------------------------------
                     FY 2005     Change from   Six Months  Change from
                  From April 1,   the Previous   ending        the
                       2005         Year (%)    September   Previous
                  To March 31,                   30, 2005    Year (%)
                       2006
----------------- -------------- ------------- ----------- -----------
      Sales             123,000          74.3%     48,000        39.1%
----------------- -------------- ------------- ----------- -----------
 Ordinary Income          8,800          72.6%      2,800        23.4%
----------------- -------------- ------------- ----------- -----------
   Net Income             5,000          61.3%      1,550         2.9%
----------------- -------------- ------------- ----------- -----------

The effects of the merger on the consolidated sales and consolidated ordinary Income are expected to be JPY 48,800 million, and JPY 3,400 million respectively.

(Non-Consolidated)                                      (JPY Millions)
----------------- ----------------------------------------------------
                     FY 2005     Change from   Six Months  Change from
                  From April 1,   the Previous   ending        the
                       2005         Year (%)    September   Previous
                  To March 31,                   30, 2005    Year (%)
                       2006
----------------- -------------- ------------- ----------- -----------
      Sales             117,000          77.8%     45,000        39.7%
----------------- -------------- ------------- ----------- -----------
 Ordinary Income          8,200          54.3%      2,600        -7.5%
----------------- -------------- ------------- ----------- -----------
   Net Income             4,800          51.1%      1,500       -19.3%
----------------- -------------- ------------- ----------- -----------

The effects of the merger on the sales and ordinary Income (non-consolidated) are expected to be JPY 48,700 million, and JPY 3,200 million respectively.

Cautionary Statement Concerning Forward-Looking Statements

This statement includes forward-looking statements relating to the future plans, targets, objectives, expectations and intentions of SCS, SSE and their combined businesses. The forward-looking statements reflect our current assumptions and expectations of future events, and accordingly, they are inherently susceptible to uncertainties and changes in circumstances and are not guarantees of future performance. Actual results may differ materially, for a wide range of possible reasons, including risks related to integrating the two businesses such as realizing merger costs and synergies, changing competition in markets and regulatory approvals, and other reasons including general industry and market conditions and general international economic conditions. In light of the many risks and uncertainties, you are advised not to put undue reliance on these statements. Our management targets included in this report are not projections, and do not represent managements' current estimates of future performance. Rather, they represent targets that our management strive to achieve through the successful implementation of our business strategies. We may be unsuccessful in implementing our business strategies, and our management may fail to achieve our targets.

Reference: Press Release on March 31, 2005

Sumisho Computer Systems Corporation and Sumisho Electronics Co. Ltd., Signed Merger Agreement

TOKYO--March 31, 2005; Sumisho Computer Systems Corporation (TOKYO:9719) and Sumisho Electronics Co., Ltd., (JASDAQ:7556) today announced that they have reached an agreement to merge on August 1, 2005, as the board of directors of each company made a resolution at their respective meetings on March 31, 2005.

1. Purpose of the Merger

Sumisho Computer Systems Corporation ("SCS"), has been delivering information management solutions and high-end IT services to a wide range of customers, including Sumitomo Corporation and its group companies. Drawing upon its profound knowledge on each industry, leading-edge technologies, and expertise acquired over the years, the company has been engaged in enterprise software development and integration and installation of IT systems. Besides, with a comprehensive operational platform for business process outsourcing, the company has been providing credible services on data management operations. Sumisho Electronics Co., Ltd., ("SSE"), has been providing its competitive offerings for the broad array of customers ranging from industrial circles to academic research institutions. Its unique sets of technology solutions consist of state-of-the-art software, hardware and information networking technologies.

 

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