Notice Concerning Change of Closing Date of Transfer of Shares of Specified Subsidiary Engaged in Scientific Solutions Business and Revision to Financial Forecasts

Olympus Corporation (“Olympus”) hereby announces that the closing date of the transfer of all shares of Evident Corporation, a specified subsidiary of Olympus, to K.K. BCJ-66, a special purpose company indirectly owned by funds advised by Bain Capital Private Equity, LP (together with its affiliates, “Bain Capital”) (the “Transfer”) has been scheduled for April 3, 2023 after the discussion between Bain Capital and Olympus. As announced in the timely disclosure of “Notice Concerning Transfer of Shares of Specified Subsidiary Engaged in Scientific Solutions Business” dated August 29, 2022, “(Change of Disclosure Matters), Notice Concerning Transfer of Shares of Specified Subsidiary Engaged in Scientific Solutions Business” dated December 27, 2022, and “(Change of Disclosure Matters) Notice Concerning Transfer of Shares of Specified Subsidiary Engaged in Scientific Solutions Business” dated January 20, 2023 (the “January Notice”), we have been making the preparation for the Transfer, we have decided to consummate the Transfer on April 3, 2023 as above.

Due to the change in the closing date of the Transfer, we are unable to recognize the gain from the Transfer in the fourth quarter of the fiscal year ending March 31, 2023. Therefore, we have revised our financial forecasts for the fiscal year ending March 31, 2023 (from April 1, 2022 to March 31, 2023), which was disclosed when we announced our third quarter results for the fiscal year ending March 31, 2023 on February 10, 2023 as below.

  1. Change of the closing date of the Transfer

The Transfer is subject to certain conditions including obtainment of approvals from relevant authorities pursuant to the competition laws and related laws and regulations of Japan and other relevant jurisdictions. Due to the expectation that additional time would be needed to obtain such approvals in certain countries, the closing date of the Transfer has been postponed.

Since Bain Capital and we expect that the conditions to the execution of the Transfer will be satisfied, we have decided to change the closing date of the Transfer from “March 2023 (scheduled)” notified in January Notice to “April 3, 2023” as a result of the discussion with Bain Capital.

  1. Revision to financial forecasts for the current fiscal year (from April 1, 2022 to March 31, 2023)

Due to the change in the closing date of the Transfer to April 3, 2023, the gain from the Transfer, which was expected to be recorded in the fourth quarter of the fiscal year ending March 31, 2023, has been deducted from the profit from discontinued operation in the financial forecasts, and the profit attributable to owners of parent has been revised.

The gain from the Transfer is expected to be recognized in the first quarter of the fiscal year ending March 31, 2024.

(Note) The Scientific Solutions Business has been classified as a discontinued operation from the second quarter. Due to this, the amounts presented for revenue, operating profit and profit before tax in the forecast of financial results for the fiscal year ending March 31, 2023 are the amounts from continuing operations. The amounts presented for profit attributable to owners of parent and basic earnings per share are aggregates of continuing operations and discontinued operation.

(Note) The above-stated financial forecast is based on the information available on the release date of this material. Risks and uncertain factors in the future may result in differences between the stated forecast values and actual results.

 

 

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