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M&A and Subsidiary Changes4902KONICA MINOLTA,INC.Electrical Equipment and Precision Instruments

(Update on Previously Disclosed Matter) Notice of Completion of the Sale of Consideration Shares Related to the Transfer of Shares in a Consolidated Subsidiary

The sale of all shares of Tempus AI, Inc. that had been received as consideration has been completed. The shares were sold for ¥15.9 billion in the first quarter of the fiscal year ending March 2027, and the Company expects to record a ¥2.9 billion gain in the same quarter.

Worth reading
47Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
159
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

Sale of consideration shares relating to the transfer of shares in a consolidated subsidiary
Counterparty (target company)Tempus AI, Inc.
Disclosing companyKONICA MINOLTA,INC.
Subject of this transactionNumber of shares acquired All shares of Tempus
Execution Date / Effective DateSale completed in the first quarter of the fiscal year ending March 2027
Consideration and expenses
Type of ConsiderationCash
Amount of extraordinary income (loss)¥2.9 billion gain from discontinued operations, first quarter of the fiscal year ending March 2027
Impact on Business Performance

The Company expects to record a ¥2.9 billion gain from discontinued operations in the first quarter of the fiscal year ending March 2027.

Procedures and assumptions
Conditions Precedent to ExecutionGradual sale in accordance with the contractual terms
This transaction
ItemDetails
Transaction nameSale of consideration shares relating to the transfer of shares in a consolidated subsidiary
Counterparty nameTempus AI, Inc.
Name of the Subject CompanyTempus AI, Inc.
Type of ConsiderationCash
Number of shares acquiredAll shares of Tempus
Amount of extraordinary income (loss)¥2.9 billion gain from discontinued operations, first quarter of the fiscal year ending March 2027
Impact on Business PerformanceThe Company expects to record a ¥2.9 billion gain from discontinued operations in the first quarter of the fiscal year ending March 2027.
Execution Date / Effective DateSale completed in the first quarter of the fiscal year ending March 2027
Conditions Precedent to ExecutionGradual sale in accordance with the contractual terms
Items this document does not state (23)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodVoting rights ownership percentageFunding arrangementsGoodwill amountDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition

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.

The proceeds from the sale are expected to be used to reduce interest-bearing debt and return capital to shareholders in order to strengthen the Company's financial position and improve capital efficiency.

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(Update on Previously Disclosed Matter) Notice of Completion of the Sale of Consideration Shares Related to the Transfer of Shares in a Consolidated Subsidiary | KONICA MINOLTA,INC. (4902) timely disclosure | Komori