Fuji Soft Incorporated (TSE:9749) made a tender offer to acquire the remaining 43.9% stake in Cybernet Systems Co., Ltd. (TSE:4312) for ¥15.4 billion on November 8, 2023. Under the terms of agreement, the number of shares to be purchased (14,093,905) is the total number of outstanding shares of the Target Company as of September 30, 2023 (32,076,000) less the number of treasury shares held by the Target Company as of the same date (1,174,595) and the number of shares of the Target Company held by the Tender Offeror as of today (16,807,500). The purchase price is calculated by multiplying the number of shares to be purchased (14,093,905) by the Tender Offer price (¥1,095). If the total number of tendered share certificates, etc. is less than the minimum number of shares to be purchased (3,793,500), the Company will not purchase any of the tendered share certificates, etc. Funds required for settlement, etc. in relation to the Tender Offer will be borrowed from MUFG Bank, Ltd. (maximum amount of ¥7,710,000 thousand) and borrowed from Sumitomo Mitsui Banking Corporation (maximum amount of ¥7,710,000 thousand). The Commencement date of settlement December 28, 2023. Fuji Soft Incorporated and making the Cybernet Systems Co., Ltd. a wholly-owned subsidiary of the Tender Offeror after completion of the Tender Offer. The tender offer will be carried out from November 9, 2023 (Thursday) through December 21, 2023 (Thursday) (30 business days).

SMBC Nikko Securities Inc. acted as Tender offer agent in the transaction.