SBI : Notice Regarding Filing of Amendment to the TOB Registration Statement for Share Tender Offer to Shinsei Bank, Limited and Extension of the TOB Period
11/26/2021 | 02:50am EST
This document is an English translation of the official Japanese version of the press release (the"Official Japanese Version"). This English translation was prepared for your reference, to help you understand what is stated in the Official Japanese Version. In the event of any discrepancy between the Official Japanese Version and the English translation, the Official Japanese Version will prevail.
November 26, 2021
1-6-1 Roppongi, Minato-ku, Tokyo
SBI Holdings, Inc.
(CodeNo.:8473, TSE 1st Sec.)
Director, President &
+81 3 6229 0100
SBI Regional Bank Holdings Co., Ltd.
Notice Regarding Filing of Amendment to the Tender Offer Registration Statement for Share Tender Offer to Shinsei Bank, Limited, (Securities Code: 8303) and Extension of the Tender Offer Period
SBI Holdings, Inc. ("SBIHD") and its wholly owned subsidiary company, SBI Regional Bank Holdings Co., Ltd. (the "Tender Offeror," together with SBIHD, the "SBIHD Parties"), submitted an amendment to the Tender Offer Registration Statement to the Director-General of the Kanto Local Finance Bureau today, in response to (i) the announcement of Shinsei Bank, Limited (the "Target Company") of "(Revision to Existing Notice) Notice regarding Change of Opinion for TOB (Neutral) and Cancellation of Extraordinary General Meeting of Shareholders" dated November 24, 2021, and (ii) the Target Company's board of directors' meeting on the same day announcing that the Target Company had changed its "Opposition" opinion announced in "Notice Regarding Opposition (with Certain Conditions for Changing Opinion to Support) to TOB for Shares of
Shinsei Bank by SBI Regional Bank Holdings Co., Ltd." dated October 21, 2021, expressed a "Neutral" opinion, and resolved to cancel the Target Company's extraordinary shareholders meeting scheduled to be held on November 25, 2021, regarding the tender offer which the Tender Offeror is conducting for shares of the Target Company (the "Tender Offer"). In accordance with the submission of this amendment statement, the SBIHD Parties hereby announce that the Tender Offer Period will be extended from December 8, 2021 to December 10, 2021 pursuant to Article 27-8, Paragraph 8 of the Financial Instruments and Exchange Act. The changes are as follows (changes are underlined.).
Period of Purchases for the Tender Offer（Before）
Friday, September 10, 2021 to Wednesday, December 8, 2021 (60business days) （After）
Friday, September 10, 2021 to Friday, December 10, 2021 (62business days)
Commencement Date of Settlement for the Tender Offer
Wednesday, December 15, 2021 （After）
Friday, December 17, 2021
The Tender Offer will be terminated on December 10, 2021, which is the end of the revised Tender Offer Period announced above. Afterwards, the settlement of the Tender offer will commence on December 17, 2021. As stated in the "Notice Regarding the Tender Offer for Shinsei Bank, Limited, (Securities Code: 8303)" dated November 24, 2021, the SBIHD Parties have no plans to increase the Tender Offer Price (2,000 yen per share) or change the maximum number of shares to be purchased (58,211,300 shares). Given that the Target Company expressed its opinion to the Tender Offer as "Neutral", please make your decision to apply to the Tender Offer.
SBI Holdings Inc. published this content on 26 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 November 2021 07:49:04 UTC.