Mizuho Financial Group, Inc. (the "Company") hereby announces that the acquisition price for the mandatory acquisition of Eleventh Series Class XI Preferred Stock has been determined as set forth below.
1.Class of Stock subject to Mandatory Acquisition:
|Eleventh Series Class XI Preferred Stock
2.Acquisition Price for Mandatory Acquisition:
3.Mandatory Acquisition Date:
|July 1, 2016
4.Basis for Mandatory Acquisition:
|Pursuant to Article 20, Paragraph 1 of the Articles of Incorporation of the Company and a provision in the terms and conditions of the Preferred Stock concerning mandatory acquisition in exchange for common stock, the Company will acquire the shares of Eleventh Series Class XI Preferred Stock, in respect of which a request for acquisition has not been made during the Period for Acquisition Request, on the day immediately following the last day of such period.
Summary of the Provision concerning Mandatory Acquisition of Eleventh Series Class XI Preferred Stock
On July 1, 2016 (the "Mandatory Acquisition Date"), the Company shall acquire the shares of Eleventh Series Class XI Preferred Stock, in respect of which a request for acquisition has not been made by June 30, 2016, and instead, the Company shall deliver shares of its own common stock in the number obtained by dividing 1,000 yen by the current market price of a share of the common stock of the Company. In this case, such current market price shall be the daily average price of closing prices (including the closing bid or offered price) of the common stock of the Company (in regular trading) as reported by the Tokyo Stock Exchange for the 30 consecutive trading days (excluding any trading day or days on which no closing prices or closing bids or offered prices are reported) commencing on the 45th trading day prior to the Mandatory Acquisition Date; provided, however, that if such current market price falls below the minimum acquisition price* (provided, however, that if such price falls below 50 yen, such price shall be 50 yen), the number of shares of the common stock to be delivered shall be obtained by dividing 1,000 yen by the minimum acquisition price. In the calculation of the number of common stock provided above, any number less than one (1) share shall be treated pursuant to the provisions provided for in Article 234 of the Companies Act.
*Minimum acquisition price (as of June 9, 2016): 282.90 yen
This document is prepared in order to announce specific facts relating to "Announcement Regarding Acquisition Price for Mandatory Acquisition of Eleventh Series Class XI Preferred Stock" and does not constitute an offer for sale or solicitation for investment or other similar activity in or outside of Japan.