OREANDA-NEWS. NEC Corporation (“NEC”) today announced that, at the meeting of its board of directors held on May 31, 2016, it resolved to conduct a tender offer targeting the shares of common stock of Japan Aviation Electronics Industry, Limited (Code number: 6807, First Section of the Tokyo Stock Exchange; “JAE”) (the “Tender Offer”) under the Financial Instruments and Exchange Act (Act No. 25 of 1948, as amended; the “Act”), as stated below. As conditions precedent to the commencement of the Tender Offer, it is required (i) to complete the clearance under foreign and domestic anti-trust laws, and (ii) that JAE’s board of directors duly and validly approves to express JAE’s opinion supporting the Tender Offer and makes an announcement thereof. NEC plans to promptly commence the Tender Offer once the conditions precedent mentioned above have been satisfied. As of today, NEC aims to commence the Tender Offer around November 2016; however, further notification will be promptly given regarding the details of the Tender Offer schedule as soon as they are determined, since it is difficult to predict the precise period required for the procedures, involving the foreign and domestic anti-trust authorities.

As of today, NEC directly owns 22,491,671 shares of common stock of JAE (the “JAE Shares”), which account for a Shareholding Percentage (Note 1) of 24.68% and, together with the 13,800,000 JAE Shares contributed to the employee retirement benefit trust, the trustee of which is Sumitomo Mitsui Trust Bank, Limited (which shares have been further entrusted to Japan Trustee Services Bank, Ltd.) (the “NEC’s Employee Retirement Benefit Trust”) with the right to give voting instructions on such shares being controlled by NEC, which account for a Shareholding Percentage of 15.14%, NEC beneficially owns 36,291,671 JAE Shares, which account for a Shareholding Percentage of 39.82%. Further, JAE is an affiliated company (accounted for by the equity method) of NEC.