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Notification Regarding (Planned) Changes in Major Shareholders and Largest Major Shareholder, and Acquisition of the Company’s Shares by CNK, Inc.

Sansan, Inc. (“the Company”) hereby announces that, as of January 15, 2024, there will be changes in its major shareholders and to its largest major shareholder, as set out below.
The Company would also like to notify its receipt of a report in which CNK, Inc. stated its decision to acquire shares in the Company, as per the attachment.

This material is disclosed by the Company based on securities listing regulations. Based on a request made by CNK, Inc. (the stock acquirer) to the Company (the company subject to this purchase action), this also serves as a public announcement based on Article 30-1, Paragraph 4 of the Order for Enforcement of the Financial Instruments and Exchange Act.

1. Background to Changes

On January 15, 2024, Mr. Chikahiro Terada, the Company’s Representative Director and largest major shareholder, will sell a portion of his shareholding. This is due to the Company having received a report to the effect that Mr. Chikahiro Terada plans to transfer his assets to CNK, Inc., his asset management company.
This will result in a change in the Company’s major shareholders and to its largest major shareholder.
This acquisition of the Company’s shares by CNK, Inc. also constitutes a “buying up specified by Cabinet Order as being equivalent to a tender offer” under Paragraph 1, Article 167 of the Order for Enforcement of the Financial Instruments and Exchange Act and Article 31 of the same Act.

2. Overviews of Major Shareholders to Be Changed

（1）Overview of shareholder who will no longer be the largest major shareholder

(1) Name Chikahiro Terada
(2) Address Suginami-ku, Tokyo
(3) Relationship to the Company Representative Director of the Company

（2）Overview of new major shareholder and the largest major shareholder

(1) Name CNK, Inc.
(2) Address Midtown East 4F, 9-7-2, Akasaka Minato-ku, Tokyo
(3) Representative’s title/name Representative Director Chikahiro Terada
(4) Description of business Holdings/management of securities
(5) Capital ¥3 million

3. Number of Voting Rights (Number of Shares) Held by Relevant Shareholder and Its Ratio to the Voting Rights Held by All Shareholders Before and After the Change

（1）Chikahiro Terada

Number of voting rights
(Number of shares held)		 Ratio of voting rights held Ranking among major shareholders
Before the change
(As of November 30, 2023)		 345,304
(34,530,420 shares)		 27.49% First
After the change 204,235
(20,423,500 shares)		 16.26% Second

（2）CNK, Inc.

Number of voting rights
(Number of shares held)		 Ratio of voting rights held Ranking among major shareholders
Before the change
(As of November 30, 2023)		 76,945
(7,694,580 shares)		 6.13% Third
After the change 218,015
(21,801,500 shares)		 17.36% First


Notes:

  1. 1. Total number of shares issued as of November 30, 2023: 125,639,668 shares
  2. 2. Number of shares without voting rights: 31,368 shares
  3. 3. The ratio of voting rights held is calculated based on the number of voting rights, which stood at 1,256,083 as of November 30, 2023.
  4. 4. The ratio of voting rights held is rounded to the third decimal place.
  5. 5. The ranking among major shareholders before and after the change have been assumed by the Company based on the shareholder register as of November 30, 2023.

4. Planned Date of Change

January 15, 2024

5. Future Outlook

These changes will have no impact on the Company’s management structure or business results.

（Attachment）

January 15, 2024
Company name　CNK, Inc.
Representative　Representative Director Chikahiro Terada
Inquiries　(TEL. 03-6419-3131)

Notification Regarding Stock Acquisition

CNK, Inc. (“the Company”) hereby announces its decision, dated January 15, 2024, to acquire Sansan, Inc. stock, as described below.
As this acquisition constitutes a “buying up specified by Cabinet Order as being equivalent to a tender offer” under Paragraph 1, Article 167 of the Order for Enforcement of the Financial Instruments and Exchange Act and Article 31 of the same Act, the Company would like to provide notification as follows.

Details of acquisition-related matters

1. Stock code　　4443
2. Stock trading name　Sansan, Inc.
3. Purchase date (planned date)　　January 15, 2024
4. Number of shares to be acquired　　14,106,920 shares
5. Percentage of voting rights of all shareholders　　11.23％

 

 

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