At its Board of Directors meeting on September 15, 2011, Shizuoka Gas Co., Ltd. approved a resolution concerning the acquisition of treasury shares and the specific method of acquisition as discussed below, based on the provision of Article 156 of the Companies Act, as applied with the replacements in accordance with the provision of Article 165 paragraph 3 of the same Act, based on a resolution under Article 370 of the Companies Act (resolution in writing as an alternative to a resolution of the Board of Directors).
1. Reason for making an acquisition of treasury shares
To enable the Company to implement a flexible capital policy in response to changes in the management environment.
2. Method of acquisition
Shizuoka Gas will outsource the acquisition of treasury shares by utilizing off-auction own share repurchase trading (ToSTNeT-3) on the Tokyo Stock Exchange at 8:45AM on September 16th, 2011, using today’s (September 15, 2011) closing share price (including final special quote price) of 508 yen (no other changes to the trading system and trading hours will be made). Said purchase orders will be handled as orders at said trading time limit.
3. Acquisition details
(1) Class of shares to be acquired Common stock of the Company
(2) Total number of shares to be acquired 4,000,000 shares (5.25% to total outstanding shares)
(3) Total acquisition price for shares 2,032,000,000 yen
(4) Announcement of acquisition results Shizuoka Gas will announce the results of the purchase following completion of the trades at 8:45AM.
(Note 1) The number of said shares will not change. Depending on the market trend or other factors, there is a possibility that all or part of the purchase will not be completed.
(Note 2) The Company will make the purchases from sell orders matching the number of planned acquisition shares.