Denso : Announcement of Results of Tender Offer for Repurchase of Own Shares

(A) Name and head office address of financial instruments business operator, bank, or other institution in charge of settlement of the Tender Offer

SMBC Nikko Securities Inc. 3-1, Marunouchi 3-chome, Chiyoda-ku, Tokyo

(B) Settlement commencement date

Friday, December 21, 2018

(C) Method of settlement

Notification of the purchases under the tender offer will be sent to the address or to the location of shareholders those who tendered their shares (or to the standing proxy for foreign shareholders) after the conclusion of the Tender Offer period without delay. Purchases will be settled in cash. SMBC Nikko Securities Inc. will send shareholders the purchase amount for the tender offer, less applicable withholding taxes (see note), to the place as instructed by the shareholders without delay after the settlement commencement date.

Note: Taxes on shares purchased under the tender offer

* Please make any decisions after consulting a tax advisor or other professional about specific tax questions.

(a) For shareholders who are residents, or non-residents with a permanent establishment in Japan

When the amount of money received for accepting the tender offer exceeds the amount of the portion of the Company's capital (or for a consolidated corporation, its consolidated individual stated capital) attributable to the shares that are the basis for that payment, the amount in excess will be deemed a dividend and taxed accordingly. The amount deemed to be a dividend is subject to a withholding of 20.315% (15.315% for income tax and special income tax for reconstruction and 5% for resident tax). However, if the shareholder is considered a principal shareholder as defined in Order for Enforcement of the Act on Special Measures Concerning Taxation, the withholding is 20.42% (income tax and special income tax for reconstruction only).

Except the amount of money described above, received amount will be considered as income by transferring shares, and the difference between cost and income will be applied to the self-assessed separated taxation as a general rule.

(b) For shareholders who are non-residents without a permanent establishment in Japan

The amount deemed to be a dividend will be subject to withholding of 15.315% (income tax and special income tax for reconstruction only). If the shareholder is considered a principal shareholder, the withholding will be 20.42% (income tax and special income tax for reconstruction only).

(c) For corporate shareholders

When the amount of money received for accepting the tender offer exceeds the amount of the portion of the Company's capital (or for a consolidated corporation, its consolidated individual stated capital) attributable to the shares that are the basis for that payment, the amount of this excess will be deemed a dividend. As a general rule, the portion deemed to be a dividend is subject to withholding of 15.315% (income tax and special income tax for reconstruction only).