Brother Industries Ltd. announced its plan to commence a tender offer for the common shares of Roland DG Corporation in the "Announcement on Scheduled Commencement of Tender Offer for Shares of Roland DG Corproation" dated March 13, 2024. Subsequently, Brother announced in the "Announcement on Progress of Tender Offer for Shares of Roland DG Corporation" dated May 9,2024 that it decided as of the same date that it would not increase the tender offer price for the Tender offer from 5,200 yen.
According to the "Notice Concerning Results of Tender Offer for the Company Shares by XYZ K.K. and Change to Largest Shareholder as Parent Company and Major Shareholder" published by the Target Company on May 16,2024, the number of shares tendered in the XYZ K.K. tender offer for the Target Company Shares exceeded the minimum number of the Target Company Shares to be purchased in the XYZ Tender Offer, and XYZ K.K. will purchase all of the tendered shares.
As the non-completition of the XYZ Tender Offer (including the situation where the XYZ Tender Offer is ongoing) was set out as a condition precedent to the commencement of the Tender Offer, and it has become clear that such condition precedent will not be fulfilled, Brother hereby announces that the Tender Offer will not be implemented.
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