Making SoldOut Co., Ltd. a Wholly Owned Subsidiary (Tender Offer)

「On 1 April 2022, the company acquired 9,868,752 common shares of ソウルドアウト株式会社 through a tender offer. As a result, its voting rights ratio in ソウルドアウト株式会社 reached 91.41%, and ソウルドアウト株式会社 became a consolidated subsidiary on the same date. As the company had become a special controlling shareholder of ソウルドアウト株式会社, it additionally acquired 725,741 common shares and 40 stock acquisition rights on 11 May 2022 as part of the transaction to make ソウルドアウト株式会社 a wholly owned subsidiary. ソウルドアウト株式会社 thereby became a wholly owned subsidiary of the company.」

「At a meeting of its Board of Directors held on 9 February 2022, the company resolved to conduct a tender offer to acquire all common shares of ソウルドアウト株式会社, listed on the First Section of the Tokyo Stock Exchange, excluding treasury shares held by ソウルドアウト株式会社, as well as all stock acquisition rights, with the aim of making ソウルドアウト株式会社 a wholly owned subsidiary. Planned number of shares to be purchased: 10,796,493; purchase price: ¥19,530 million. Funding method: the company plans to use its own funds.」