Investor Relations
Notification Regarding (Planned) Change in Major Shareholder and Acquisition of the Company’s Shares by CNK, Inc.
Sansan, Inc. (“the Company”) hereby announces that, as of April 15, 2024, there will be change in its 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 Change
On April 15, 2024, Mr. Chikahiro Terada, the Company’s Representative Director, 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 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. Overview of Major Shareholder to Be Changed
（1） Overview of shareholder who will no longer be major shareholder
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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
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(Reference) CNK, Inc.
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Notes:
- 1. Total number of shares issued as of February 29, 2024: 125,781,264 shares
- 2. Number of shares without voting rights: 28,564 shares
- 3. The ratio of voting rights held is calculated based on the number of voting rights, which stood at 1,257,527 as of February 29, 2024.
- 4. The ratio of voting rights held is rounded to the third decimal place.
- 5. The ranking among major shareholders before and after the change have been assumed by the Company based on the shareholder register as of February 29, 2024.
4. Planned Date of Change
April 15, 2024
5. Future Outlook
These changes will have no impact on the Company’s management structure or business results.
（Attachment）
April 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 April 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) April 15, 2024
4. Number of shares to be acquired 11,007,600 shares
5. Percentage of voting rights of all shareholders 8.75%