KKR Launches Tender Offer for FUJI SOFT

KKR, a leading global investment firm, announced today that it will launch its tender offer for the common shares and share options of FUJI SOFT INCORPORATED (“FUJI SOFT” or the “Company”; TSE stock code 9749) through FK Co., Ltd. (the “Offeror”), an entity owned by investment funds managed by KKR (the “Tender Offer”). The tender offer period will commence on September 5, 2024 and run until October 21, 2024 (tender offer price: JPY 8,800 per share). The Board of Directors of FUJI SOFT has resolved today again to express its opinion in support of the Tender Offer and to recommend the shareholders and share option holders of the Company tender their shares and options.

FUJI SOFT is a leading system integrator in Japan with a focus on embedded, control and operational software and systems. The Company serves clients across various industries based on advanced technologies built on decades of experience with a team of over 10,000 system engineers. Under the Company’s five-year “Mid-Term Business Plan 2028,” FUJI SOFT’s vision is to become a leading provider of system, software, and service both in information technology and operational technology fields. The Company’s five-year plan also outlines its strategy to improve the profitability of its existing businesses, strengthen group synergies, and capture new growth opportunities.

The tender offer will be financed predominantly from KKR Asian Fund IV.

For more details regarding the conditions of the tender offer, please refer to the full text of the release issued by the Offeror today titled “Notice Regarding the Commencement of Tender Offer for the Shares of FUJI SOFT INCORPORATED (Securities Code: 9749) by FK Co., Ltd.”

This press release should be read in conjunction with the release issued by the Offeror today titled “Notice Regarding the Commencement of Tender Offer for the Shares of FUJI SOFT INCORPORATED (Code: 9749) by FK Co., Ltd.”

The purpose of this press release is to publicly announce the commencement of the tender offer and it has not been prepared for the purpose of soliciting an offer to sell or purchase in the tender offer. When making an application to tender, please be sure to read the tender offer explanatory statement for the tender offer and make your own decision as a shareholder or share option holder. This press release does not constitute, either in whole or in part, a solicitation of an offer to sell or purchase any securities, and the existence of this press release (or any part thereof) or its distribution shall not be construed as a basis for any agreement regarding the tender offer, nor shall it be relied upon in concluding an agreement regarding the tender offer.