June 24, 2022

Company:

FINDEX Inc

Representative:

Teruo Aibara, President & CEO

(Stock code: 3649, TSE Prime)

Contact:

Atsushi Fujita

Director and Head of Administration

(TEL: +81-89-947-3388)

Notice of Change in a Consolidated Subsidiary

FINDEX Inc. (the "Company") has been notified of the exercise of stock options (stock acquisition rights) by directors and employees of its consolidated subsidiary, EMC Healthcare Co., Ltd. ("EMCH").

As a result, the Company's shareholding ratio of EMCH will be decreased, and the Company has confirmed that EMCH will be excluded from its consolidated subsidiaries and become an equity method affiliate of the Company.

Even after EMCH becomes an equity-method affiliate, we are committed to working with EMCH as its shareholder to enhance its corporate value.

1. Overview of consolidated subsidiary to be changed

(1)

Company name

EMC Healthcare Co., Ltd.

(2)

Location

Kioi Royalheights 601, 3-29Kioi-choChiyoda-ku Tokyo

(3)

Representative & tittle

Yoshito Date, President & CEO

(4)

Business

Development, sales, consulting, etc. of digital transformation services in

the healthcare field

(5)

Capital

5 million yen

(6)

Establishment

February 14, 2017

FINDEX Inc. 53.8%

(7)

Major shareholders

Eagle Matrix Co., Ltd.

43.6%

Directors and employees of EMCH

2.6%

Capital

The Company owns 53.8% of the outstanding shares of

EMCH.

Personnel

There is a personal relationship such as dispatching a

director.

(8)

Relationship between the

Business

There are transactions between the Company and EMCH

company and EMCH

related to the supply of information system services to the

Transaction

Company's customers and the development and

maintenance of medical equipment.

Financial

The company has underwritten a 100 million yen straight

bond issued by EMCH.

(9)

Recent three-year performance and financial status

(JPY in Thousands)

Fiscal year

2019

2020

2021

Net assets

(136,766)

(8,724)

(69,846)

Total assets

72,486

118,508

70,866

Net assets per share

(71,868.88)

yen

(4,584.37) yen

(36,703.12) yen

Revenue

65,839

222,562

57,415

Operating profit (loss)

(51,528)

123,715

(64,201)

Ordinary profit (loss)

(51,597)

127,819

(61,051)

Profit (loss)

(54,552)

128,042

61,121

Net income (loss) per share

(28,666.42)

yen

67,284.51 yen

(32,118.75) yen

2. Status of the shares held by the Company before and after the exercise of the stock acquisition rights and the number of stock acquisition rights exercised by directors and employees of subsidiary

(1)

Number of shares held by the Company

1,023 shares

before exercise

(Number of voting rights: 1,023

(Percentage of voting rights: 53.8%

(2)

Number of exercises

2,289

(Number of shares to be exercised: 2,289 shares

(3)

Number of shares held by the Company

1,023shares

after exercise

(Number of voting rights: 1,023

(Percentage of voting rights: 24.4%

3. Schedule

(1)

Date of confirmation of the intention to

June 24, 2022

exercise stock options

(2)

Date of exercise of stock options by

July 1, 2022

directors and employees of subsidiary

(3)

Date of change to equity method affiliate

July 1, 2022

4. Outlook

In accordance with the exercise of stock options, EMCH will change to an equity-method affiliate effective July 1, 2022. This will improve the Company's consolidated operating income by approximately 30 million yen for the fiscal year ending December 31, 2022. The impact of this event on our performance for the fiscal year ending December 31, 2022, is expected to be minimal, but in a timely manner, we will appropriately announce any matters that should be disclosed.

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Disclaimer

Findex Inc. published this content on 24 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 June 2022 07:15:03 UTC.