Announcement of Progress of Investment in Special Purpose Company Established for the Purpose of Acquiring the Shares of Shinko Electric Industries Co., Ltd.

Dai Nippon Printing Co., Ltd. (DNP) announced in the press release entitled “Announcement of Investment in Special Purpose Company Established for the Purpose of Acquiring the Shares of Shinko Electric Industries Co., Ltd.” dated December 12, 2023, that it will invest in JICC-04, Ltd. (the “Offeror”) along with the Fund* administered and managed by JIC Capital, Ltd. (JICC), and Mitsui Chemicals, Inc.

The Offeror plans to commence a tender offer for the common shares (the “Tender Offer”) of Shinko Electric Industries Co., Ltd. (the “Target Company”) on the condition that certain conditions are met, such as the completion of the necessary procedures and responses under domestic and foreign competition laws and foreign investment control laws and regulations. Although the Offeror is proceeding with the above procedures and responses in order to implement the Tender Offer, the Offeror issued the Announcement Regarding Progress, etc. of the Tender Offer for the Shares of SHINKO ELECTRIC INDUSTRIES CO., LTD. (Securities Code: 6967) by JICC-04, Ltd. (“Offeror Press Release”) on August 26, 2024. According to the Offeror Press Release, of the necessary procedures and responses under the competition laws of Japan, South Korea, Vietnam, and China, the Offeror has not completed the necessary procedures and responses under the competition laws of Vietnam and China as of August 26, 2024. Furthermore, according to the Offeror Press Release, the Offeror expects that the time at which these procedures and responses under the relevant competition laws will be completed and the Tender Offer will commence will be in or after late January 2025, and that it will continue to strive for a prompt completion of these procedures and responses. According to the Offeror Press Release, the Offeror will announce the details of the Tender Offer as soon as the schedule is decided, but if there is no prospect of the Tender Offer starting by late February 2025, the Offeror will announce the progress and the expected timing of the start of the Tender Offer again. Please see the Offeror Press Release for details.

Furthermore, the schedule for the investment in the Offeror to be made in the fiscal year ending March 31, 2025 remains unchanged at the present time, and the impact of the investment on DNP’s earnings for that fiscal year will be negligible. 

* Includes the fund in which Hachijuni Sustainability No. 1 Fund (general partner: Hachijuni Investment Co., Ltd.) will invest.

*Disclaimer

The financial advisors to DNP, JICC, the Fund managed by JICC, Mitsui Chemicals, the Offeror, and Target Company as well as the tender offer agent (including their affiliates) may, within their ordinary course of business, engage during the Tender Offer Period in the purchase of, or an arrangement to purchase, the shares in Target Company for their own account or for their customers’ accounts outside the Tender Offer in accordance with Rule 14e-5(b) of the U.S. Securities Exchange Act of 1934, to the extent permitted under Japanese securities regulations and other applicable laws and regulations. Such purchases, etc. may be made at the market price through market transactions or at a price determined by negotiation outside the market. In the event that information regarding such purchases, etc. is disclosed in Japan, such information will also be disclosed in a similar manner in the U.S.