[Translation]

January 19, 2017

To whom it may concern

Company Name Accordia Golf Co., Ltd.

Name of Representative Yuko Tashiro, President and

Representative Director

(Stock Code: 2131, First Section of the Tokyo Stock Exchange)

Inquiries Fumihiko Niwa, Director and Corporate Officer

Telephone: 03-6688-1500 (main)

NOTICE REGARDING THE RESULTS OF TENDER OFFER FOR SHARE CERTIFICATES OF ACCORDIA GOLF CO., LTD BY K.K. MBKP RESORT AND CHANGES IN THE PARENT COMPANY AND THE LARGEST AND MAJOR SHAREHOLDER

Accordia Golf Co., Ltd. (the "Company") announces that the tender offer (the "Tender Offer") for the shares of common stock (the "Company's Common Stock") and Stock Acquisition Rights (Note) of the Company that had been conducted since November 30, 2016 by K.K. MBKP Resort (the "Tender Offeror") was completed on January 18, 2017.

The Company also announces that on January 25, 2017 (scheduled), the parent company and the largest and major shareholder of the Company will change as a result of the Tender Offer.

(Note) "Stock Acquisition Rights" means the third series stock acquisition rights of Accordia Golf Co., Ltd. issued pursuant to the resolutions passed at the Company's Board of Directors meeting held on March 28, 2014 and the Company's general meeting of shareholders held on June 27, 2014. As announced in the Company's press release titled "Notice regarding Extinguishment of Share Options" dated December 1, 2016, since the exercise period of these Stock Acquisition Rights terminated upon November 30, 2016 having passed, which was prior to the termination of the tender offer period, and all of them were extinguished, the Stock Acquisition Rights were not purchased in the Tender Offer.

  1. Results of the Tender Offer

    The Company received a report from the Tender Offeror today on the results of the Tender Offer set out in the attached "Notice on the Results of Tender Offer for Share Certificates, etc. of Accordia Golf Co., Ltd. (Stock Code: 2131)."

  2. Changes to the Parent Company and the Largest and Major Shareholder

  3. Scheduled change date

    January 25, 2017 (the commencement date of settlement for the Tender Offer)

  4. Background to the change

    The Company received a report from the Tender Offeror today that because 62,876,737 shares of the Company's Common Stock were tendered in the Tender Offer, which was no less than the minimum number of shares to be purchased (47,003,100 shares), the Tender Offeror will acquire all of the tendered shares. As a result, because the percentage of the number of voting rights held by the Tender Offeror to the number of voting rights of all shareholders of the Company will become more than 50% on January 25, 2017 (the

    commencement date of settlement for the Tender Offer, "the Commencement Date of Settlement") upon the settlement of the Tender Offer, the Tender Offeror will newly become a parent company and the largest and major shareholder of the Company. Accordingly, Accordia Finance Company Designated Activity Company, and Green Leisure Lux S.à.r.l which are or will be the parent companies of the Tender Offeror on the Commencement Date of Settlement will also become parent companies of the Company because they will come to indirectly hold the Company's Common Stock through the Tender Offeror.

  5. Outline of the shareholders that will change

  6. Outline of the shareholder which will newly become a parent company and the largest and major shareholder

    (1)

    Name

    K.K. MBKP Resort

    (2)

    Location

    11-44, Akasaka 1-chome, Minato-ku, Tokyo

    (3)

    Name and Title of Representative

    Kenichiro Kagasa, Representative Director

    (4)

    Description of Business

    To acquire and hold the share certificates, etc. of the Company

    (5)

    Amount of Stated Capital (As of March 31, 2016)

    25,000 yen

    (6)

    Date of Establishment

    June 15, 2015

    (7)

    Net Assets

    (As of March 31, 2016)

    50,000 yen

    (8)

    Total Assets

    (As of March 31, 2016)

    50,000 yen

    (9)

    Major Shareholders and Shareholding Ratios

    Accordia Finance Company Designated Activity Company 100%

    (10)

    Relationship between the Company and the Tender Offeror

    Capital Relationship

    Before the Commencement Date of Settlement, the Tender Offeror holds one share of the Company's Common Stock.

    Personnel Relationship

    Not applicable.

    Business Relationship

    Not applicable.

    Status as Related Party

    Not applicable.

  7. Outline of the shareholder which will newly become a parent company

    (1)

    Name

    Accordia Finance Company Designated Activity Company

    (2)

    Location

    2nd Floor, Beaux Lane House, Mercer Street Lower, Dublin 2, Ireland

    (3)

    Name and Title of Representative

    Jonathan Reynolds, Director

    (4)

    Description of Business

    Investment Business

    (5)

    Amount of Stated Capital (As of December 31, 2016)

    EUR 1

    (6)

    Date of Establishment

    December 9, 2016

    (7)

    Net Assets

    (As of December 31, 2016)

    EUR 1

    (8)

    Total Assets

    (As of December 31, 2016)

    EUR 1

    (9)

    Major Shareholders and Shareholding Ratios

    Green Leisure Lux S.à.r.l 100%

    (10)

    Relationship between the Company and the Tender Offeror

    Capital Relationship

    Before the Commencement Date of Settlement, Accordia Finance Company Designated Activity Company indirectly holds one share of the Company's Common Stock through the Tender Offeror.

    Personnel Relationship

    Not applicable.

    Business Relationship

    Not applicable.

    Status as Related Party

    Not applicable.

  8. Outline of the shareholder which will newly become a parent company

    (1)

    Name

    Green Leisure Lux S.à.r.l

    (2)

    Location

    6D route de Treves L-2633 Senningerberg, Grand Duchy of Luxembourg

    (3)

    Name and Title of Representative

    Kenneth Hughes, Director

    (4)

    Description of Business

    Investment Business

    (5)

    Amount of Stated Capital (As of December 31, 2016)

    USD 13,026

    (6)

    Date of Establishment

    November 14, 2016

    (7)

    Net Assets

    (As of December 31, 2016)

    USD 13,026

    (8)

    Total Assets

    (As of December 31, 2016)

    USD 13,026

    (9)

    Major Shareholders and Shareholding Ratios

    Green Leisure Limited 100%

    (10)

    Relationship between the Company and the Tender Offeror

    Capital Relationship

    Before the Commencement Date of Settlement, Green Leisure Lux S.à.r.l indirectly holds one share of the Company's Common Stock through the Tender Offeror.

    Personnel Relationship

    Not applicable.

    Business Relationship

    Not applicable.

    Status as Related Party

    Not applicable.

  9. Number and holding ratio of voting rights held by the shareholders before and after change

  10. K.K. MBKP Resort

    Status

    Number of voting rights (holding ratio of voting rights)

    Rank among large

    shareholders

    Voting rights directly held

    Voting rights subject to aggregation

    Total

    Before change

    (%)

    (%)

    (%)

    After change

    Parent company and the largest shareholder and major shareholder

    628,767

    (89.18%)

    (%)

    628,767

    (89.18%)

    1st

  11. Accordia Finance Company Designated Activity Company

    Status

    Number of voting rights (holding ratio of voting rights)

    Rank among large

    shareholders

    Voting rights directly held

    Voting rights subject to aggregation

    Total

    Before change

    (%)

    (%)

    (%)

    After change

    Parent company (indirectly owning the Company's Common Stock)

    (%)

    628,767

    (89.18%)

    628,767

    (89.18%)

  12. Green Leisure Lux S.à.r.l

    Status

    Number of voting rights (holding ratio of voting rights)

    Rank among large

    shareholders

    Voting rights directly held

    Voting rights subject to aggregation

    Total

    Before change

    (%)

    (%)

    (%)

    After change

    Parent company (indirectly owning the Company's Common Stock)

    (%)

    628,767

    (89.18%)

    628,767

    (89.18%)

    (Note 1) The holding ratio of voting rights before and after change is calculated based on the number of voting rights (705,045 rights), which is represented by the number of shares (70,504,567 shares) obtained by deducting the number of treasury shares held by the Company as of September 30, 2016 (14,234,433 shares) as set forth in the 2nd Quarterly Earnings Release for Fiscal Year Ended March 2017 announced by the Company on November 10, 2016, from the total number of issued shares as of September 30, 2016 (84,739,000 shares) as set forth in the 38th Fiscal Year 2nd Quarterly Securities Report filed by the Company on November 11, 2016.

    (Note 2) The holding ratio of voting rights is rounded to two decimal places.

  13. Change in unlisted parent company, etc. that is subject to disclosure requirements

  14. Although the Tender Offeror, Accordia Finance Company Designated Activity Company and Green Leisure Lux S.à.r.l will become unlisted parent companies of the Company as a result of the Tender Offer, the Tender Offeror is considered to be in a position to use its influence by directly holding shares of the Company and to have the most impact on the decision-making and business activities and will thus be subject to disclosure requirements as an unlisted parent company, etc. of the Company.

  15. Future Outlook

  16. Although 62,876,737 shares of the Company's Common Stock were tendered in the Tender Offer as stated above, because the Tender Offeror was not able to acquire all of the Company's Common Stock through the Tender Offer, the Tender Offeror has stated that it intends to acquire all of the Company's Common Stock excluding the treasury shares held by the Company in accordance with a series of procedures set out in "(5) Policy for organizational restructuring, etc. after the Tender Offer (matters relating to so-called "two-tier acquisitions")" of "3. Details, Grounds and Reasons of the Opinion on the Tender Offer" of "Notice of Commencement of Tender Offer for Share Certificates of the Company by K.K. MBKP Resort and Recommendation to Tender Shares" dated November 29, 2016.

    As a result, it is scheduled that the Company's Common Stock will be delisted pursuant to the procedures prescribed by the Tokyo Stock Exchange, Inc. (the "TSE") in accordance with TSE's criteria for delisting shares. The Company's Common Stock will not be able to be sold or purchased at the TSE after the delisting.

    The Company, upon discussion with the Tender Offeror and as soon as it is determined, will promptly announce the specific procedures to be adopted and the timing of the implementation thereof.

    End Attachment: Notice on the Results of Tender Offer for Share Certificates, etc. (Securities Code: 2131) of

    Accordia Golf Co., Ltd.

    For inquiries, please contact: Accordia Golf Co., Ltd.

    Investor Relations (K. Nose)

    TEL: 03-6688-1500 (audio guidance)

    E-mail: ir@accordiagolf.com

    (Monday-Friday, 9:00 a.m. to 5:00 p.m. Japan Standard Time)

Accordia Golf Co. Ltd. published this content on 19 January 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 19 January 2017 02:46:07 UTC.

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