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M&A and Subsidiary Changes7912Dai Nippon Printing Co.,Ltd.Information and Communications, Services and Others

(Update on Disclosed Matter) Notice Regarding the Commencement of a Tender Offer for Shares of Austrian-Listed Company AUSTRIACARD HOLDINGS AG

DAI NIPPON PRINTING has published the Offer Document for a tender offer for all common shares of AUSTRIACARD HOLDINGS AG and commenced the tender offer. The offer price is €10.0 per share, and AUSTRIACARD is expected to become a consolidated subsidiary following settlement.

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82Important
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Improvement
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This transaction

This tender offer
Counterparty (target company)AUSTRIACARD HOLDINGS AG
Disclosing companyDai Nippon Printing Co.,Ltd.
Subject of this transaction
Execution Date / Effective DateSettlement of this tender offer is expected to be completed during the second quarter of the fiscal year ending March 2027. However, the schedule may change depending on the timing of obtaining regulatory clearances.
Target company

Payment IC cards, national ID solutions, and variable security printing businesses

Location Vienna, Austria
Consideration and expenses
Acquisition price€10.0 per common share, including dividends
Tender offer price€10.0 per common share, including dividends
Tender offer period12 June 2026 to 21 August 2026 (Vienna time), with an initial offer period of 10 weeks
Procedures and assumptions
Conditions Precedent to ExecutionObtaining certain regulatory clearances under applicable foreign investment regulations and competition laws
Management structure after acquisitionFollowing settlement, AUSTRIACARD is expected to become a consolidated subsidiary. The trade name, representative, and treatment of employees have not been disclosed.
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameAUSTRIACARD HOLDINGS AG
Name of the Subject CompanyAUSTRIACARD HOLDINGS AG
Business Description of the Subject CompanyPayment IC cards, national ID solutions, and variable security printing businesses
Location of the Subject CompanyVienna, Austria
Acquisition price€10.0 per common share, including dividends
Tender offer price€10.0 per common share, including dividends
Tender offer period12 June 2026 to 21 August 2026 (Vienna time), with an initial offer period of 10 weeks
Execution Date / Effective DateSettlement of this tender offer is expected to be completed during the second quarter of the fiscal year ending March 2027. However, the schedule may change depending on the timing of obtaining regulatory clearances.
Conditions Precedent to ExecutionObtaining certain regulatory clearances under applicable foreign investment regulations and competition laws
Management structure after acquisitionFollowing settlement, AUSTRIACARD is expected to become a consolidated subsidiary. The trade name, representative, and treatment of employees have not been disclosed.
Items this document does not state (21)
Capital 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 CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioMinimum number of shares to be purchasedNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial Committee

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 company explains that AUSTRIACARD operates payment IC card, national ID solutions, and variable security printing businesses in Europe, Africa, and North America, but does not state a specific reason for conducting the tender offer.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
(Update on Disclosed Matter) Notice Regarding the Commencement of a Tender Offer for Shares of Austrian-Listed Company AUSTRIACARD HOLDINGS AG | Dai Nippon Printing Co.,Ltd. (7912) timely disclosure | Komori