MBKP Altair Co., Ltd. and MBKP Vega Co., Ltd made a tender offer to acquire remaining 99.9% stake in Japan Best Rescue System Co.,Ltd. (TSE:2453) from group of sellers for ¥33 billion on August 23, 2023. Parties entered into an agreement on November 13, 2023. Purchase price is ¥1,000 per share of common stock. Minimum number of planned purchases are 22,325,299 shares. Vega owns 1 share of the Company?s Ordinary Shares and does not hold any stock acquisition rights. Mitsuhiro Wakatsuki, the Director of the Company, plans to continue to be involved in the management of the Company after the Transaction and plans to invest in Altair by acquiring shares through a share transfer from MBK Fund or by other means. The Tender Offer will be carried out through joint tender offer by tender offerors, rather than tender offer by a sole tender offeror in the consideration of treatment of permits and approvals necessary for the Transaction and subsequent Absorption-type Merger. In conjunction with the Tender Offer, the Tender Offerors agreed with Mr. Nobuhiro Sakakibara, Hikari Tsushin, etc. and ITOCHU Corporation to tender all of the Company?s Ordinary Shares and disposal rights held by Mr. Nobuhiro Sakakibara, Hikari Tsushin, etc. and ITOCHU, respectively, (totaling 17,956,818 shares, shareholding ratio: 53.62%; the ?Tendered Shares?) to the Tender Offer. Additionally UH Partners 2 holds 6.86%, Hikari Tsushin, Inc. holds 6.8%, S.I.L. Inc. holds 5.37%. In the Tender Offer, the Tender Offerors set the minimum number of shares to be purchased at 22,325,299 shares, If the total number of shares tendered in the Tender Offer less than the minimum number of shares to be purchased, the Tender Offerors will not purchase any of the Tendered Shares. If the Tender Offer is successful, the Tender Offerors plan to borrow the funds required for settlement of the Tender Offer from MUFG Bank, Ltd. If the Tender Offerors are unable to acquire all of the Company?s Ordinary Shares and stock acquisition rightsthrough the Tender Offer, the Tender Offerors will, upon the completion of the Tender Offer, request the Company to carry out the procedures for a reverse stock split. Furthermore, MBK Partners appointed Nagashima Ohno & Tsunematsu as a legal advisor in early August 2023, and appointed Daiwa Securities Co. Ltd. (?Daiwa Securities?) as a financial advisor in late August 2023, which are independent of MBK Partners, MBK Fund, the Tender Offerors, the Company, Mr. Nobuhiro Sakakibara and Mr. Mitsuhiro Wakatsuki. Tender offer will be open from November 14, 2023 to December 26, 2023. So & Sato Law Office and EY Strategy and Consulting Co., Ltd acted as advisors to Japan Best Rescue System. DC Advisory acted as financial advisor to MBKP Vega Co., Ltd. and MBKP Altair Co., Ltd.

MBKP Altair Co., Ltd. and MBKP Vega Co., Ltd completed the acquisition of 96% stake in Japan Best Rescue System Co.,Ltd. (TSE:2453) from group of sellers December 26, 2023.