Notice Concerning Acquisition and Cancellation of Type A Preferred Shares

03 Feb 2011

Nippon Sheet Glass, Co., Ltd. (the Company) hereby announces that it has decided to acquire its Type A Preferred Shares with cash consideration pursuant to section 10-6 of the Articles of Incorporation, and, if acquired, to cancel those Type A Preferred Shares acquired thereby, in accordance with the article 178 of the Companies Act as follows:

1. Purpose of the acquisition

The acquisition is intended to eliminatea. the dividend cost of Type A Preferred Shares, and is funded from surplus cash balances. In reaching this decision, the Company has considered the current market conditions in the Group’s major markets, and the funds required in the next two years for capital expenditure, and has concluded that the current levels of surplus cash and un-drawn committed facilities are higher than necessary. The Company also considered the improvement in its balance sheet achieved through the recent equity issuance, which exceeds the value of the remaining preferred shares. The Company confirms that it has already arranged facilities to refinance all debt maturing in FY 2011 and FY 2012 after this Preferred Share acquisition.

Note: a.
When the Company distributes any dividend to the holders of Type A Preferred Shares in accordance with a resolution of the Board of Directors, the annual amount of such dividend will in principle be JPY 925 per share pursuant to the Articles of Incorporation of the Company and the terms and conditions of the Type A Preferred Shares.

2. Details of the acquisition

Parties Class of shares to be acquired Number of shares to be acquired Aggregate amount of acquisition price
UDSⅢ Corporate Mezzanine Limited Partnership Type A Preferred Shares 1,717,000 JPY 17,461million
UDS Corporate Mezzanine Limited Partnership Type A Preferred Shares 303,000 JPY 3,081 million
Total - 2,020,000 JPY 20,542 million

3. Date of acquisition and cancellation of shares:

18 February 2011

(Reference) Number of issued shares of the Company

Class of shares As at 31 December 2010 As at 18 February 2011
Common Shares 903,550,999 903,550,999
Type A Preferred Shares 2,020,000 None

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