Elliott Opposes Toyota Fudosan's Revised Tender Offer for Toyota Industries Corporation

Contributing sentiments towards policy:

60% : 4 The "Revisions to Securities Listing Regulations and Other Rules Pertaining to MBOs and Subsidiary Conversions" published by the Tokyo Stock Exchange dated July 7, 2025. 5 At a tax rate reflecting the benefits to Toyota Industries from its larger cross-shareholdings from the deemed dividend tax treatment under the issuer buyback unwind structure the Company plans to utilize. 6 Appendix 7 (The Process of Negotiations Before the Report) to the Toyota Industries Special Committee report dated January 14, 2026. 7 Page 35 of the Toyota Industries Special Committee report dated January 14, 2026. View original content to download multimedia:https://www.prnewswire.com/news-releases/elliott-opposes-toyota-fudosans-revised-tender-offer-for-toyota-industries-corporation-302664094.html SOURCE Elliott Investment Management L.P.
57% : andNo value given to the substantial tax savings available when unwinding cross-shareholdings through issuer buybacks.
56% : We have worked with leading commercial consulting firms, former employees, industry executives, asset valuation experts, tax advisors, law firms and accountants to form our views on the Company's business and significant financial assets.
56% : These are enshrined in the Fair M&A Guidelines, the Guidelines for Corporate Takeovers, and the Code of Corporate Conduct in the Securities Listing Regulation.
55% : Net of tax, the value of these stakes has increased by ¥4,805 per share since the Original TOB was pre-announced; 5An increase in the market valuation of Toyota Industries' core operating businesses.
54% : Each recipient should consult their own legal counsel and tax and financial advisors as to legal and other matters concerning the information contained herein.
53% : These stakes have increased in value by more than 40%, or ¥5,720 per share before tax.
51% : This rise resulted in a ¥1,005 per share increase in the post-tax intrinsic value of Toyota Industries - an increase which should have been fully accounted for in a further revised TOB price, but which was not.Despite the foregoing, on January 14, 2026, the Company accepted and recommended the Revised TOB price of ¥18,800 - just a cosmetic ¥200 more than the price which, days before, the Company had said deviated significantly from its expectations and needed to be substantially increased to safeguard minority shareholder interests - even before the increase in value of the Company's stakes in publicly traded companies on January 13, 2026.
48% : This document is not (and may not be construed to be) legal, tax, investment, financial or other advice.
40% : This document is for informational purposes only, and does not constitute (a) an offer or invitation to buy or sell, or a solicitation of an offer to buy or sell or to otherwise engage in any investment business or provide or receive any investment services in respect of, any security or other financial instrument and no legal relations shall be created by its issue, (b) a "financial promotion" for the purposes of the Financial Services and Markets Act 2000 of the U.K. (as amended), (c) "investment advice" as defined by the FCA's Handbook of Rules and Guidance ("FCA Handbook"), (d) "investment research" as defined by the FCA Handbook, (e) an "investment recommendation" as defined by Regulation (EU) 596/2014 and by Regulation (EU) No. 596/2014 as it forms part of U.K. domestic law by virtue of section 3 of the European Union (Withdrawal) Act 2018 ("EUWA 2018") including as amended by regulations issued under section 8 of EUWA 2018, (f) any action constituting "investment advisory business" as defined in Article 28, Paragraph 3, Item 1 of the Financial Instruments and Exchange Law of Japan (the "FIEL"), (g) any action constituting "investment management business" as defined in Article 28, Paragraph 4 of the FIEL, or (h) financial promotion, investment advice or an inducement or encouragement to participate in any product, offering or investment.

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