Corrections to 'Announcement Regarding the Commencement of Tender Offer for Shares in
Along with this, the Tender Offeror has announced changes to 'Announcement Regarding the Commencement of Tender Offer for Shares in
Description
2. Outline of the Tender Offer
(3) Schedule, etc.
(ii) Initial Period of Purchase, etc.in the Registration Statement
(Before Change)
From
(After Change)
From
(5) Basis for Calculation of Tender
(II) Background of Calculation
(Background of the Decisions on the Tender
(Before Change)
(viii) Measures for Securing Opportunities for Shareholders of the
concerning Whether or Not They Would Apply for the Tender Offer
Additionally, while the shortest statutory period (the 'Tender Offer Period') for the Tender Offer is 20
2-
business days, the Offeror has set the Tender Offer Period at 31 business days. By setting a relatively long
period for the Tender Offer Period, the Offeror intends to ensure that shareholders and the Share Option
Holders of the
apply for the Tender Offer after thorough consideration regarding the appropriateness of the Transaction and
the Tender
(After Change)
(viii) Measures for Securing Opportunities for Shareholders of the
concerning Whether or Not They Would Apply for the Tender Offer
Additionally, while the shortest statutory period (the 'Tender Offer Period') for the Tender Offer is 20 business days, the Offeror has set the Tender Offer Period at 40 business days. By setting a relatively long period for the Tender Offer Period, the Offeror intends to ensure that shareholders and the Share Option Holders of the
(7) Changes in Ownership Ratio of Share Certificates, etc. as a Result of the Tender Offer
(Before Correction)
Number of voting rights
represented by share certificates,
etc. held by the Offeror before the
Tender Offer
127,753 voting rights (Ownership ratio of share certificates,
etc. before the Tender Offer: 52.99%)
Number of voting rights
represented by share certificates,
etc. held by special related parties
before the Tender Offer
302 voting rights (Ownership ratio of share certificates,
etc. before the Tender Offer: 0.13%)
Number of voting rights
represented by share certificates,
etc. held by the Offeror after the
Tender Offer
241,079 voting rights (Ownership ratio of share certificates, etc.
after the Tender Offer: 100.00%)
Number of voting rights
represented by share certificates,
etc. held by special related parties
after the Tender Offer
0 voting rights (Ownership ratio of share certificates, etc.
after the Tender Offer: 0.00%)
Number of voting rights of all
shareholders of the Target
Company
239,478 voting rights
Note 1: The 'Number of voting rights represented by share certificates, etc. held by special related parties before the Tender Offer, etc.' represents the total number of voting rights represented by the share certificates, etc. held by all special related parties (excluding those excluded from special related parties under Article 3, paragraph 2, item (i) of the Cabinet Office Ordinance on Disclosure Required for Tender Offer for Share Certificates, etc. by Person Other than Issuer in the calculation of ownership ratio of share certificates, etc. under the items of paragraph 1 of Article 27-2 of the Act), provided that since 3- share certificates, etc. (excluding treasury shares held by the
if any.
(After Correction)
Number of voting rights
represented by share certificates,
etc. held by the Offeror before the
Tender Offer
127,753 voting rights (Ownership ratio of share certificates,
etc. before the Tender Offer: 52.99%)
Number of voting rights
represented by share certificates,
etc. held by special related parties
before the Tender Offer
304 voting rights (Ownership ratio of share certificates,
etc. before the Tender Offer: 0.13%)
Number of voting rights
represented by share certificates,
etc. held by the Offeror after the
Tender Offer
241,079 voting rights (Ownership ratio of share certificates, etc.
after the Tender Offer: 100.00%)
Number of voting rights
represented by share certificates,
etc. held by special related parties
after the Tender Offer
0 voting rights (Ownership ratio of share certificates, etc.
after the Tender Offer: 0.00%)
Number of voting rights of all
shareholders of the Target
Company
239,478 voting rights
Note 1: The 'Number of voting rights represented by share certificates, etc. held by special related parties before the Tender Offer, etc.' represents the total number of voting rights represented by the share certificates, etc. held by all special related parties (excluding those excluded from special related parties under Article 3, paragraph 2, item (i) of the Cabinet Office Ordinance on Disclosure Required for Tender Offer for Share Certificates, etc. by Person Other than Issuer in the calculation of ownership ratio of share certificates, etc. under the items of paragraph 1 of Article 27-2 of the Act), provided that since share certificates, etc. (excluding treasury shares held by the
(9) Payment Method
(B) Date of Commencement of Payment
(Before Change)
(After Change)
4-
This press release is to announce the Tender Offer to the public and has not been prepared for the purpose of soliciting an offer to sell shares. If shareholders wish to make an offer to sell their shares, they should first read the Tender Offer Explanatory Statement for the Tender Offer and make their own independent decision. This press release does not constitute, nor form part of, any offer to sell, solicitation of a sale of, or any solicitation of any offer to buy, any securities. In addition, neither this press release (or any part of it) nor the fact of its distribution shall form the basis of or be relied on in connection with any agreement relating to the Tender Offer.
This press release contains information on business development prospects based on the concepts of the management team of the Offeror when acquiring the Target Company Shares and the Share Options. Actual results may extensively deviate from the aforementioned projects due to many factors. This press release may contain expressions suggesting future forecasts, such as 'expect,' 'forecast,' 'intend,' 'plan,' 'believe,' and 'contemplate,' including expressions suggesting future business of the Offeror or other companies. These expressions are based on the Offeror's business forecasts at present and are subject to change depending on future conditions. The Offeror assumes no obligation to update these expressions suggesting future forecasts in order to reflect actual performance, various conditions, changes to terms and conditions, etc. in this press release.
The Tender Offer is not, whether directly or indirectly, made in or to the
Some countries or regions may impose restrictions on the announcement, issuance, or distribution of this press release. In countries or regions in which implementing of the Tender Offer is illegal, please take note of such restrictions and comply with them. This press release shall not constitute a solicitation of an offer to sell or an offer to buy shares relating to the Tender Offer and shall be deemed a distribution of materials for informative purposes only.
Press Contacts:
Public and Investor Relations Division
Inquiries: https://www.fujitsu.com/global/about/resources/news/presscontacts/form/index.html
About Fujitsu
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