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Tokyo, April 16, 2004 - At a meeting on March 25, 2004, the board of directors of CSK CORPORATION ("CSK") resolved to acquire shares of Cosmo Securities Co., Ltd. through a tender offer carried out from March 26, 2004 to April 15, 2004. The results of this purchase are as follows.
- Outline of tender offer (announced on March 25)
| (1) |
Name of company |
Cosmo Securities Co., Ltd. |
| (2) |
Type of shares purchased |
Ordinary shares |
| (3) |
Purchase period |
21-day period from March 26, 2004 to April 15,2004 |
| (4) |
Purchase price |
¥135 per share |
- Result of purchase
(1)Outline of purchase offer
|
Total number of shares to be purchased through offer |
210,900,000 shares |
|
Number of shares to be purchased |
210,900,000 shares |
|
Number of additional shares to be purchased |
0 shares |
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Number of shares offered |
210,900,000 shares |
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Number of shares purchased |
210,900,000 shares |
(2)Results of purchase
| Number of shareholders who made offer |
Number of shares offered |
Number of shares purchased |
Number of shares returned |
| 1 |
210,900,000 shares |
210,900,000 shares |
0 shares |
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In the announcement of this tender offer and in the tender offer document, CSK stated, as per the terms of Article 27, Clause 13-4 of the Securities Exchange Law, that when making the tender offer, "should the total number of shares offered be less than the number of shares planned to be purchased, CSK will not purchase any of the shares offered. Should the total number of shares offered exceed the number of shares planned to be purchased, CSK will not purchase any of the excess shares. The transfer and receipt of these excess shares and all the other settlement procedures involved in their purchase will be carried out using pro-rata distribution as per the terms of Article 27, Clause 13-5 of the Securities Exchange Law." Because the total number of shares offered at the end of this tender offer (210,900,000 shares) was the same as the number of shares to be purchased (210,900,000 shares), CSK purchased all the shares offered, as stated in the announcement of this tender offer and in the tender offer document. |
(3)Calculation method for purchases carried out using pro-rata distribution
No such purchases were made
(4)Change in number of shares held following tender offer
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Number of shares held prior to purchase |
0 shares (Percentage held: 0%) |
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Number of shares held after purchase |
210,900,000 shares(Percentage held: 50.00% rounded to two decimal places) |
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| Notes: |
The percentage of shares held following this purchase has been calculated based on the 421,832,000 shares of Cosmo Securities that have shareholders' voting rights and after deducting fractions of shares (equivalent to 1,569,993 shares) and treasury shares held by Cosmo Securities (200,000 shares) from the total of 423,601,993 shares outstanding in Cosmo Securities as of the date of this announcement. The number of shares equivalent to the fractions of shares mentioned above is based on the figure given in the Financial Results for the 106th 6-month period that was filed on December 19, 2003. |
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(5)Capital required for purchases ¥28,471 million
- Settlement method and start date
(1)Name and address of securities company used for settlement of purchase
Takagi Securities Co., Ltd. 1-3-1-400,Umeda, Kita-ku.Osaka
(2)Date of start of settlement Thursday, April 22, 2004
(3)Settlement method
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Immediately after the end of the offer period, CSK will send notification of purchases to the shareholder who made the offer. Purchases will be settled in cash. Proceeds of the sale of the share certificates that have been purchased will be sent without delay, from the first day of the settlement period and following nominations from the shareholder who made an offer, from Takagi Securities to the locations nominated by that shareholder, or will be paid to the head office or branches of Takagi Securities. |
- Forecasts
This tender offer will have no impact on CSK's financial results for the year ended March 31, 2004.
- Copies of the purchase report have been filed at the following locations
| CSK |
2-26-1, Minami-Aoyama, Minato-ku, Tokyo |
| Tokyo Stock Exchange |
2-1 Kabutocho, Nihonbashi, Chuo-ku, Tokyo |
| Osaka Stock Exchange |
1-6-10 Kitahama, Chuo-ku, Osaka |
| Nagoya Stock Exchange |
3-3-17 Sakae, Naka-ku, Nagoya |
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