Keeper Tech switches tender offers for Soft99 shares

Keeper Technical Laboratory announced its decision to tender all of its 2,687,700 shares in Soft99 Corporation to a counter-tender offer by ECM Master Fund SPV 3 at 4,100 yen per share. This reverses an earlier commitment to a management buyout tender offer at 2,465 yen per share from Gyo Asset Management. The higher counter-offer price represents an increase of 1,635 yen per share.

The change is expected to result in an extraordinary gain on the sale of investment securities totaling 6,762 million yen, to be recognized in the second quarter of the fiscal year ending June 2026 (October-December 2025). This is significantly higher than the 2,368 million yen gain projected under the original management buyout.

Keeper Tech emphasized that the decision was made after comprehensive consideration of all circumstances, including the significantly improved offer price and advice from independent legal counsel, prioritizing enhanced shareholder value. The company plans to utilize these extraordinary gains to balance growth investments, financial soundness, and shareholder returns, maintaining an annual dividend of 60 yen per share as a minimum.