(Amendment) Notice Concerning Amendments to “Announcement of the Commencement of a Tender Offer for Shares in Riso Kyoiku Co., Ltd. (Securities code: 4714), the Conclusion of an Amendment to Capital and Business Alliance Agreement with the Company and the Subscription of Shares to be Issued through a Third-party Allotment” and “Terms and Conditions of the Tender Offer, etc.” in Connection with Filing of Amendment Statement to the Tender Offer Registration Statement
May 13, 2024 at 02:38 pm IST
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(Note) This document is an abridged translation of the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.
May 13, 2024
To All Parties Concerned
Company name
Hulic Co., Ltd.
Head Office
7-3, Nihonbashi Odenmacho, Chuoku, Tokyo, Japan
Representative
Takaya Maeda
President, Representative Director
Prime Market (Securities code: 3003)
Contact
Mayumi Naruse
Managing Officer, Head of IR
Phone
+81 (3) 5623-8102
(Amendment) Notice Concerning Amendments to "Announcement of the Commencement of a Tender Offer for Shares in Riso Kyoiku Co., Ltd. (Securities code: 4714), the Conclusion of an Amendment to Capital and Business Alliance Agreement with the Company and the Subscription of Shares to be Issued through a Third-party Allotment" and "Terms and Conditions of the Tender Offer, etc." in Connection with Filing of Amendment Statement to the Tender Offer Registration Statement
Hulic Co., Ltd. (the "Tender Offeror") has filed the Amendment Statement to the Tender Offer Registration Statement regarding the Tender Offer for the common stock of Riso Kyoiku Co., Ltd. (the "Target Company," listed on the Prime Market of Tokyo Stock Exchange, Inc. (the "TSE") under the securities code 4714) to the Director of the Kanto Local Finance Bureau on May 13, 2024, in accordance with Article 27-8, Paragraph 2 of the Financial Instruments and Exchange Act (Act No. 25 of 1948, as amended, the "Act").
Accordingly, the contents of the announcement of the Tender Offer commencement have been amended as follows.
I.Reason for Amendment
Due to the fact that the Tender Offeror submitted an amendment report to the Director of the Kanto Local Finance Bureau on May 10, 2024 regarding the Annual Securities Report for the 94th fiscal year (from January1, 2023 to December 31, 2023), as certain segment information, etc. in the notes to the consolidated financial statements needed to be corrected, which resulted in the need to amend certain items in the Statement. The amendment includes an extension of the Tender Offer Period to a total of 32 business days from May 22, 2024, the last day of the Tender Offer Period as originally filed, to May 27, 2024, the day on which 10 business days have elapsed since May 13, 2024, the date of the filing of this Amendment Statement.
II. Outline of Amendment
Underlines indicate the amended portions.
(Before Amendment)
(4) Schedule, etc.
(ii)Tender Offer period as of filing date
From April 9, 2024 (Tuesday) to May 22, 2024 (Wednesday) (29business days)
(iii)Possibility of extending the above period upon request of the Target Company
Pursuant to the provision of Article 27-10, Paragraph 3 of the Act, if the Target Company files its position statement to the effect that it requested the extension of the Tender Offer period, the period shall be extended to 30 business days i.e., until May 23, 2024 (Thursday)
(iv)Contact information for confirmation of extension of the Tender Offer period
Contact
Hulic Co., Ltd.
Information
7-3 Nihonbashi Odenmacho, Chuo-ku, Tokyo
Phone +81-3-5623-8100 (the main switchboard number)
Hajime Kobayashi (Director, Deputy President)
Confirmation
Weekdays from 9:00 to 17:00
reception hours
(After Amendment)
(4) Schedule, etc.
(ii)Tender Offer period as of filing date
From April 9, 2024 (Tuesday) to May 27, 2024 (Monday) (32business days)
(iii)Possibility of extending the above period upon request of the Target Company Not applicable.
(iv)Contact information for confirmation of extension of the Tender Offer period Not applicable.
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Hulic Co Ltd is a Japan-based company mainly engaged in the real estate business and insurance business. It operates through two business segments. Real Estate segment has three kinds of business. The real estate leasing business manages approximately 250 rental properties (excluding real estate for sale) that are owned and managed mainly near stations in the 23 wards of Tokyo. Real estate development business is performed according to the characteristics of the property location. Asset management business is entrusted with asset management business. It also provides real estate rental, building management and cleaning business. The Insurance segment is engaged in non-life insurance agency business such as fire insurance and automobile insurance, life insurance such as fixed-term insurance and endowment insurance, and solicitation business. It is also engaged in the design, repair and construction work on owned buildings, hotel and inn management and agricultural production in Vietnam.
(Amendment) Notice Concerning Amendments to “Announcement of the Commencement of a Tender Offer for Shares in Riso Kyoiku Co., Ltd. (Securities code: 4714), the Conclusion of an Amendment to Capital and Business Alliance Agreement with the Company and the Subscription of Shares to be Issued through a Third-party Allotment” and “Terms and Conditions of the Tender Offer, etc.” in Connection with Filing of Amendment Statement to the Tender Offer Registration Statement