Resolution on acquisition limit
Resolved 5 August 2026Tender offer for treasury sharesThe full horizontal line represents all issued shares, with marks at 10% intervals. The colored section represents the percentage stated in the resolution as the maximum proportion that may be repurchased under it.
This is a limit, and does not mean that the company will buy back all of it. The amount actually acquired will be shown in a later disclosure on the status of the acquisition of treasury shares.
From mid-November 2026 to mid-December 2026 (20 business days)
As part of this transaction, which is intended to privatize the Company's shares, to acquire the shares subject to the agreement to tender into the Company's self-tender offer held by the Hikari Tsushin Group, as well as the shares owned by NEC, while also taking into consideration the Company's shareholders who wish to apply to tender their shares into this self-tender offer, and to provide an opportunity to sell the Company's shares to the greatest extent possible within the Company's distributable amount. The Company also aims to provide its minority shareholders with an opportunity to sell at a higher price through this third-party tender offer, thereby ensuring fairness among shareholders.
| Item | Details |
|---|---|
| Class of shares to be acquired | Common shares |
| Maximum number of shares to be acquired | 2,495,300 shares (maximum) |
| Percentage of total issued shares | 14.96% |
| Total acquisition price | ¥3,745,445,300 |
| Acquisition period | From mid-November 2026 to mid-December 2026 (20 business days) |
| Method of acquisition | Tender offer for treasury shares |
| Reason for acquisition | As part of this transaction, which is intended to privatize the Company's shares, to acquire the shares subject to the agreement to tender into the Company's self-tender offer held by the Hikari Tsushin Group, as well as the shares owned by NEC, while also taking into consideration the Company's shareholders who wish to apply to tender their shares into this self-tender offer, and to provide an opportunity to sell the Company's shares to the greatest extent possible within the Company's distributable amount. The Company also aims to provide its minority shareholders with an opportunity to sell at a higher price through this third-party tender offer, thereby ensuring fairness among shareholders. |
| Resolution date | 5 August 2026 |
| Current number of treasury shares | 363,863 shares (as of 30 June 2026) |
| Total number of issued shares | 17,039,400 shares (as of 30 June 2026; total issued shares including treasury shares) |
Items this document does not state (6)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.As part of the transaction to privatize the Company's shares, to provide shareholders including the Hikari Tsushin Group and NEC with an opportunity to sell their shares and acquire as many shares as possible within the Company's distributable amount. The Company also aims to provide minority shareholders with an opportunity to sell at a higher price while ensuring fairness among shareholders.