Notification of Board Opinion (Support) and Recommendation to Tender for the Tender Offer by NSSK-EPSILON1 for Our Shares

Overview and Background of the TOB

This IR announces the board's opinion and recommendation to tender regarding the tender offer (TOB) by NSSK-EPSILON1 for Broadmedia Corporation shares. The purpose of the purchase is to take the company private. The offer price is 2,500 yen per share, the offer period is 30 business days, and the minimum number of shares is set at 4,718,100 shares. The offered price was determined after multiple rounds of negotiation through the bidding process, and financing is planned to be secured through commitment letters from financial institutions such as AVI.

Future Developments and Impact

The announcement explains potential post-TOB corporate reorganization policies, the possibility of squeeze-out procedures (share transfer claims and share consolidation), policies to maintain employee treatment, and the possibility of delisting. The current board unanimously approved the supportive opinion and recommends that shareholders tender their shares. Financing is assumed to be provided by loans from financial institutions such as Sumitomo Mitsui Banking Corporation and Mizuho Bank, as well as capital contributions from the tender offeror's parent company.