TSE News

Designation of Securities Under Supervision (Confirmation) -TOHPE CORPORATION-

Update : Feb. 07, 2013


[Tokyo Stock Exchange, Inc.]

TSE has designated an issue as Securities Under Supervision (Confirmation) as follows.

1. Issue Name TOHPE CORPORATION stock
(Code: 4614, Market Division: 1st Section)
2. Period of Designation as Securities Under Supervision (Confirmation) From Feb. 6, 2013 (Wed.) to the day when TSE determines whether the company has fallen under the delisting criteria
  Provision Enforcement Rules for Securities Listing Regulations, Rule 605, Paragraph 1, Item 21
(due to falling under making an announcement, etc. that the company will acquire all shares)
3. Reason At the board of directors meeting held on Feb. 6, 2013, TOHPE CORPORATION (hereafter "the Company") adopted a resolution which indicated approval of the takeover bid by ZEON CORPORATION (Code: 4205, Market Division: 1st Section) for shares of the Company.
The Company has disclosed that, where the bidder's holding ratio becomes 90% or greater as a result of the takeover bid, the Company is scheduled to put forth the following items in the agenda at a general shareholders meeting after the completion of the takeover bid by the bidder.
(1) Changing the Company to a company that issues classified shares as specified in the Companies Act;
(2) Attaching a clause for acquiring all common shares that are issued by the Company; and
(3) In return for acquiring all common shares of the Company, allotting a different class of shares in the Company (as a result, cash payment is scheduled).
If the above agenda (1) to (3) are approved in a resolution at the general shareholders meeting of the Company, stocks of the Company will be delisted. As such, TSE deems that it is likely that the stocks of the Company will be delisted, and designates such stocks as Securities Under Supervision (Confirmation).
  • (*)In addition, the Company has disclosed that, where the number of shares tendered in response to the takeover bid is less than 66.7% of the total number of issued shares, no procedures will be conducted to make the Company a wholly-owned subsidiary, and the stock of the Company will remain listed.

DISCLAIMER: This translation may be used for reference purposes only. This English version is not an official translation of the original Japanese document. In cases where any differences occur between the English version and the original Japanese version, the Japanese version shall prevail. This translation is subject to change without notice. Tokyo Stock Exchange, Inc. and/or Tokyo Stock Exchange Regulation shall individually or jointly accept no responsibility or liability for damage or loss caused by any error, inaccuracy, misunderstanding, or changes with regard to this translation.


Tokyo Stock Exchange, Inc.
Listing Department
Planning & Coordination, Listed Company Services

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