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The Prospect Japan Fund Ltd Regarding Subsidiary Sale of Stock Acquisition Rights of Parent Company

Nachrichtenquelle: PR Newswire (engl.)
10.11.2017, 18:45  |  203   |   |   

ST. PETER PORT, Guernsey, November 10, 2017 /PRNewswire/ --

The Company announces approval of the partial sale the 3rd stock acquisition rights of the parent company (Company) held by The Prospect Japan Fund Limited ("TPJF"), a wholly owned subsidiary of the Company.

Record

1. Subsidiary company name

   The Prospect Japan Fund Limited

2. Summary of sale


   
    Sale date                           20 November 2017 (planned)


    Stock Acquisition Right to be       The Company's 3rd Stock Acquisition Right
    sold                                (hereinafter referred to as "SAR")

   
    Number of SARs to be sold           235 units (1unit gives the right to acquire
                                        109,756 shares)

    Sale amount                         JPY 417,072.8 per unit (JPY 3.8 per share)
                                      

    Number of potential shares          25,792,660 shares
    related to SARs to be sold

    Total sale amount                   JPY 98,012,108

    Exercise price                      JPY 49.2 per share

    Total exercise amount               JPY 1,268,998,872
   

    Method of sale                      Sale to single investor in the overseas market
                                        (hereinafter referred to as "the buyer")

    Buyer                               Arrowsmith Fund, Ltd. (Located in British Virgin
                                        Islands)
                                        There is no business relationship between the
                                        Company and the buyer.

    Other                               Agreed by written document on 10 November 2017
                                        (planned) (1) the buyer must not exercise the
                                        rights to have a voting right holding ratio of
                                        20% or more or to become a "other affiliated
                                        company" of the Company, (2) the buyer will make
                                        all reasonable effort not to exercise the right
                                        to hold the voting right holding ratio of 10% or
                                        more. The Company assumes that we receive a
                                        statement from the seller in the same manner that
                                        there is no intention of affecting management
                                        control of the Company through holding of shares.


3. Reason for sale


Under the provisions of Article 135 of the Companies Act (Prohibition of Acquisition of Parent Company's Shares), TPJF, a subsidiary, will dispose of the Stock Acquisition Rights as it cannot acquire parent company shares (Company shares) through the exercise of the Stock Acquisition Rights.

4. Future forecasts


There is no serious impact on our business results from this transaction.

Company Name: Prospect Company Limited

Representative: President and CEO Curtis Freeze

(Security Code: 3528 TSE 2nd Section)

Contact:  

Representative Director

Masato Tabata

(TEL: 03-3470-8411)


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