Japan Securities Finance Co. Ltd. (TSE:8511) agreed to acquire Osaka Securities Finance Company,Ltd. (OSE:8512) from a group of sellers for ¥4.6 billion in stock on October 15, 2012. Japan Securities Finance Co. Ltd. and Osaka Securities Finance Company signed the merger agreement on January 30, 2013. The group of sellers includes Daiko Clearing Services Corporation, Nomura Holdings Inc, Asset Management Arm, Mizuho Corporate Bank, Ltd., The Bank of Tokyo-Mitsubishi UFJ, Ltd., Resona Bank, Limited, Trust and Custody Services Bank, Ltd., Shihon-Shijo Shinko Foundation, Sumitomo Mitsui Banking Corporation and Shinsei Bank Limited. As per terms of the merger, 0.39 shares of Japan Securities Finance Co. Ltd. will be allocated per share of Osaka Securities Finance Company. The treasury stock held by Osaka Securities Finance Company including Class 1 preferred shares is scheduled to be retired prior to the effective date of the merger. Japan Securities Finance Co. Ltd. will issue 13.61 million new shares as part of the consideration.

The transaction has been approved by the shareholders of Osaka Securities Finance Company on March 29, 2013. The common stock of Osaka Securities Finance Company is expected to be delisted under the criteria for delisting of financial instruments exchanges as a result of the merger on July 17, 2013. The transaction is also subject to approval by relevant regulatory agencies. The transaction has been resolved by Board of Directors of Japan Securities Finance Co. Ltd. The transaction is expected to close by July 22, 2013. Mizuho Securities Co., Ltd. calculated exchange ratio for Japan Securities Finance Co. Ltd. Nomura Securities Co., Ltd. calculated exchange ratio for Osaka Securities Finance Company. Ken Lebrun of Shearman & Sterling LLP acted as legal advisor to Osaka Securities.

Japan Securities Finance Co. Ltd. (TSE:8511) completed the acquisition of Osaka Securities Finance Company,Ltd. (OSE:8512) from a group of sellers on July 22, 2013.