Notice Regarding Capital and Business Alliance Agreement with NJK Corporation and Commencement of Tender Offer for Shares of NJK Corporation

NTT DATA CORPORATION ("NTT DATA") hereby announces that it has resolved in a meeting of the board of directors held today to enter into a capital and business alliance agreement with NJK Corporation ("NJK") and to acquire shares of NJK through a tender offer (the "Tender Offer") as described below. In addition, NJK resolved in a meeting of its board of directors held today to express its intention to support the Tender Offer.

1.Purpose of Tender Offer

Under the Medium-Term Management Policy announced on May 12, 2009, NTT DATA has been pursuing its goal of being a "corporate group that is No. 1 in Customer Satisfaction" as a "Leading-edge innovator" by "achieving quantitative expansion through quality" in order to realize continuous development of business and enhancement of corporate value. To that end, NTT DATA has been promoting "Strengthening of service provision capability", "Group business enhancement and expansion", and "promotion of Environment-oriented management."

On the other hand, since its establishment in 1973 as an independent software developer, NJK has been developing its business with a focus on the development of business applications for public and financial sectors, embedded software for digital consumer electronics, and package software equipped with its own OCR software and BUI (Button User Interface) for which NJK has obtained patents in Japan, the United States and Europe, having Nippon Telegraph and Telephone Corporation (hereinafter "NTT") and NTT's affiliated companies (hereinafter, collectively, "NTT Group") as its largest client.

As important business partners, NTT DATA and NJK have already achieved transaction results of approximately 1,800,000,000 yen for the fiscal year ended March 31, 2009 in the area of software development, and transaction results for NTT DATA including NTT DATA's subsidiaries and NJK were approximately 2,600,000,000 yen (equivalent to approximately 27.8% of NJK's sales in the same area) for the fiscal year ended March 31, 2009. In addition, as a result of mutual consultation, NTT DATA and NJK have reached a common understanding that the both companies can further improve the quality of services to be provided to customer, by enhancing the cooperative relationship between both companies based on the relationship that the founder of NJK and the current NTT Group had established before the foundation of NJK, and by exchanging each other's technologies and human resources.

Based on the above background, NTT DATA and NJK have concluded that, by mutually complementing/effectively utilizing each other's management resources such as know-how and personnel in the software development business, the operating bases of both companies will be reinforced further and their businesses will be expanded, which will help establish a strong position for both as enterprises in the software development industry. In order to realize synergies from the business alliance, NTT DATA and NJK entered into the Capital and Business Alliance Agreement on December 21, 2009, and NTT DATA decided to conduct the Tender Offer as a part of the business alliance.

2.Outline of Tender Offer

(1)Outline of NJK

(2)Tender Offer Period

From December 22, 2009 (Tuesday) through February 22, 2010 (Monday) (38 business days in Japan)

(3)Purchase Price of Tender Offer

400 yen per share

(4)Number of Shares to be Purchased through Tender Offer

Total number of shares to be purchased^*1: 7,071,000 shares

(5)Transfer of Ownership Percentage of Shares through Tender Offer

Number of shares owned prior to the Tender Offer: 0 shares
Number of shares owned after the Tender Offer: 7,071,000 shares (shareholding ratio after the Tender Offer^*2 is 51.54%)

(6)Date of Public Notice of the Commencement of Tender Offer

December 22, 2009 (Tuesday)

(7)Tender Offer Agent

Nomura Securities Co., Ltd.

(8)Agreement of Company Concerned regarding Tender Offer

NJK resolved in a meeting of its board of directors held today to express its support of the Tender Offer.

(9)Forecast for the Future

• If the Tender Offer is successfully completed, NJK will become a consolidated subsidiary of NTT DATA.
• The total maximum number of shares to be purchased through the Tender Offer is 7,071,000 shares (shareholding ratio after the Tender Offer^*2 is 51.54%). NTT DATA has no intention of delisting these shares and will maintain the listing of NJK's shares after the successful completion of the Tender Offer. At the present time, NTT DATA has no plans to acquire additional shares of NJK after theis Tender Offer.

Disclaimer

This press release is a translation of the original Japanese language press release relating to a tender offer being conducted in Japan in accordance with Japanese law. The tender offer referred to herein is not being extended to U.S. shareholders of the target company or otherwise in the United States, and tenders will not be valid if made from a U.S. address or through the U.S. mail.

Notes

*1 "Total number of shares to be purchased" (7,071,000 shares) is the number of shares of NJK equivalent to 50.00% of 14,140,861 shares, which is the total issued shares of NJK (calculated by adding the maximum number of the NJK shares that may be issued or transferred by exercising 335 share acquisition rights of NJK that were unexercised as of September 30, 2009 (335,000 shares) to 14,700,000 shares, which is the total number of issued shares of NJK as of September 30, 2009 as stated in the 40th Term Second Quarterly Report of NJK, minus 894,139 treasury shares held by NJK as of September 30, 2009), where any shares less than one unit are rounded up to one unit.

*2 "Shareholding ratio after the Tender Offer" is calculated by dividing the number of voting rights represented by the shares expected to be purchased (7,071 rights) by the number of voting rights of all shareholders of NJK (13,720 rights).