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SATO Corporation - Tender Offer 2024 (XS) UMDA - Results

SATO Corporation announces Results of Cash Tender Offers for its outstanding EUR 350,000,000 1.375 per cent. Notes due 24 February 2028 - XS2233121792

06 MARCH 2024


Full announcement including disclaimers and offer/distribution restrictions available via Euronext


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"The Expiration Deadline for the Offer was 3.00 p.m. (CET) on 5 March 2024.


The Issuer today announces that it has decided to accept for purchase EUR 50,000,000 in aggregate principal amount of the Notes validly tendered pursuant to the Offer. The Issuer will accept (i) NonCompetitive Tender Instructions received in full, (ii) Competitive Tender Instructions received which specified an Offer Price below the Maximum Purchase Price in full, and (iii) Competitive Tender Instructions received which specified the Maximum Purchase Price as the Offer Price on a pro rata basis, subject to the Scaling Factor mentioned in the table below.


The final results of the Offer are as follows:



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SATO Corporation announces Cash Tender Offers for its outstanding EUR 350,000,000 1.375 per cent. Notes due 24 February 2028 - XS2233121792

27 FEBRUARY 2024


Full announcement including disclaimers and offer/distribution restrictions available via Euronext


SATO Corporation (the "Issuer") announces today its invitation to holders of its outstanding EUR 350,000,000 1.375 per cent. Notes due 24 February 2028 (ISIN: XS2233121792) (the "Notes") to tender such Notes for purchase by the Issuer for cash at prices to be determined pursuant to an unmodified Dutch auction in respect of the Notes on the terms, and subject to the conditions, set out in the tender offer memorandum dated 27 February 2024 (the "Tender Offer Memorandum") prepared by the Issuer (the "Offer"). The Offer is subject to the offer and distribution restrictions set out below and as more fully described in the Tender Offer Memorandum. Copies of the Tender Offer Memorandum are (subject to offer and distribution restrictions) available from the Tender Agent as set out below. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum. Summary of the Offer

A summary of certain terms of the Offer appear below:



Rationale for the Offer


The purpose of the Offer in respect of the Notes is, amongst other things, to proactively manage the Issuer's balance sheet. Notes purchased by the Issuer pursuant to the Offer will be cancelled. Notes which have not been validly tendered and accepted for purchase pursuant to the Offer will remain outstanding after the Settlement Date."


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