Press Releases 2020
SoftBank Corp. (hereinafter, “SoftBank”) and NAVER J. Hub Corporation (hereinafter, “NAVER J. Hub”), a wholly-owned subsidiary of NAVER Corporation (hereinafter, “NAVER”) (hereinafter SoftBank and NAVER J. Hub are individually and/or collectively referred to as the “Tender Offeror”; and SoftBank and NAVER J. Hub are collectively referred to as the “Tender Offerors”) decided on August 3, 2020 to commence a tender offer in Japan pursuant to the Financial Instruments and Exchange Act of Japan (Act No. 25 of 1948, as amended from time to time, hereinafter, the “Act”) to acquire the shares of (a) common shares of LINE Corporation (Securities Code: 3938, listed on the First Section of Tokyo Stock Exchange, Inc. (hereinafter, “TSE”); hereinafter, the “Target Company”) (such shares, hereinafter, the “Target Company Shares”), (b) the Share Options, (c) the Convertible Bonds, and (d) the ADSs (the “Share Options”, the “Convertible Bonds”, and the “ADSs” are defined in “(3) Class of Share Certificates Subject to the Tender Offer” in “1. Overview of the Tender Offer” below; hereinafter, the Target Company Shares, the Share Options, the Convertible Bonds and the ADSs are referred to collectively as the “Target Company Share Certificates”) (such tender offer, hereinafter, the “Tender Offer”), and had been conducting the Tender Offer since August 4, 2020. As the Tender Offer was completed on September 15, 2020, the Tender Offerors hereby announce the results thereof as follows.
Concurrently with the Tender Offer, the Tender Offerors implemented a tender offer in the United States (hereinafter, the “U.S.”) pursuant to the U.S. Securities Exchange Act of 1934 (as amended from time to time, the “U.S. Securities Exchange Act”) to acquire (a) the Target Company Shares owned by the U.S. residents and (b) the ADSs (hereinafter, the “U.S. Tender Offer”; and the Tender Offer and the U.S. Tender Offer are collectively referred to as the “Japan and U.S. Tender Offers”), which was launched on August 4, 2020 and completed on September 15, 2020. For the overview of the results of the U.S. Tender Offer and the Japan and U.S. Tender Offers, please refer to “3. Overview of the Results of the U.S. Tender Offer and the Japan and U.S. Tender Offers (for Informational Purposes)” below.
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This press release contains “forward-looking statements” as defined in Article 27A of the U.S. Securities Act of 1933, as amended, and Article 21E of the U.S. Securities Exchange Act of 1934. Actual results might be materially different from the express or implied predictions, including the “forward-looking statements” contained herein due to known or unknown risks, uncertainties, or any other factors. Neither the Tender Offerors, the Target Company, nor their respective affiliates assure that such express or implied predictions, including the “forward-looking statements” contained herein, will be achieved. The “forward-looking statements” contained in this press release have been prepared based on the information possessed by the Tender Offerors and the Target Company as of the date hereof, and unless otherwise required under applicable laws and regulations, neither the Tender Offerors, the Target Company, nor any of their affiliates assume any obligation to update or revise such statements to reflect any future events or circumstances.