April 15, 2014

MODEC, INC.
Toshiro Miyazaki, President & CEO
Code: TSE 6269
Contact: Yasuhiro Takano, Executive OfficerGeneral Manager, Corporate Planning &Strategies Dept.
TEL: +81-3-5290-1200
Determination of Issue Price and Offer Price
MODEC, INC. hereby announces the Issue Price, the Offer Price and other items concerning the Issuance of New
Shares through Public Offering and Third-Party Allotment and Sales of Shares which were resolved at its Boardof Directors’ Meeting held on April 7, 2014.
1. Issuance of New Shares Through Public Offering (Open to All Parties)(1) Issue Price (Offer Price)

2,017 yen per share(2)

Total Amount of Issue Price

6,244,632,000 yen(3)

Amount to be paid

(4)

Total Amount to be paid

(5)

(6)

Amount of statedcapital and capitalreserves to be
increased
Subscription Period(7)

Payment Date

Tuesday, April 22, 2014(8)

Delivery Date

Wednesday, April 23, 2014

1,933.8 yen per share
5,987,044,800 yen

The amount of stated capital
2,993,522,400 yen
to be increased
The amount of capital reserves
2,993,522,400 yen
to be increased
From Wednesday, April 16, 2014 to Thursday, April 17, 2014

[Note] The Underwriter will purchase the shares at the amount to be paid and offer the shares at the issue price(offer price).
2. Issuance of New Shares Through Third-Party Allotment with Mitsui Engineering & Shipbuilding Co., Ltd.
and Mitsui & Co., Ltd. as Allottees(1) Amount to be paid
2,017 yen per share(2)

Total Amount to be paid

(3)

(4)

Amount of statedcapital and capitalreserves to beincreased
Subscription Period(5)

Payment Date

12,989,076,600 yen

The amount of stated capital
6,494,538,300 yen
to be increasedThe amount of capital reserves
6,494,538,300 yen
to be increased
From Wednesday, April 16, 2014 to Thursday, April 17, 2014
Tuesday, April 22, 2014

-1-3.

4.

Sales of Shares (Sales Through Over-Allotment)(1)
Number of shares for sale
(2)

Sales Price(3)

Total Price of Sale Price(4)

Subscription Period(5)Delivery Date

464,200 shares
2, 017 yen per share
936,291,400 yen

From Wednesday, April 16, 2014 to Thursday, April 17, 2014
Wednesday, April 23, 2014

Issuance of New Shares Through Third-party allotment with SMBC Nikko Securities Inc. as Allottee(1)
Amount to be paid
1,933.8 yen per share(2)

Total Amount to be paid

Up to 897,669,960 yen(3)

Up to 448,834,980 yen(4)

Amount of statedcapital and capitalreserves to be
increased
Subscription Date

(5)

Payment Date

The amount of stated capital
to be increased
The amount of capital reserves
to be increased

Reference
1. Calculation of Issue Price and Sales Price(1) Calculation reference date and price:(2) Discount Rate:
2. The expiration date of the Green Shoe Option:

Up to 448,834,980 yen
Tuesday, May 20, 2014
Wednesday, May 21, 2014

Tuesday, April 15, 2014

2, 080 yen
3.03 %

Friday, May16, 2014

3.

Syndicate Cover Transaction Period:
From Friday, April 18, 2014 to Friday, May 16, 2014

4.

Use of the procurement funds

All funds estimated to be raised through the public offering and third-party allotment, 19,755,920,360 yen
maximum, are planned to use for investments in and loans to special purpose companies established for the FPSO
charter business. Specifically, in January 2015, 11,152,000,000 yen (an investment of 5,576,000,000 yen and aloan of 5,576,000,000 yen) will be given to Cernambi Sul MV24 B.V., and in January 2016, 8,603,920,360 yen(an investment of 5,850,000,000 yen and a loan of 2,753,920,360 yen) will be given to Cernambi Norte MV26B.V.
The special purpose companies plan to use the investments and loans for the FPSO charter business.
Before the funds are allocated to the special purpose companies, they will be used for a short-term loan, which
will be repaid by the end of December 2014, to Cernambi Sul MV24 B.V., which will use the loan for theconstruction of an FPSO. From the payoff date to the date of appropriation to the special purpose companies,
MODEC will invest the funds in safe financial instruments.

-2-For detail information, please refer to the notice of “Issuance of New Shares through Public Offering andThird-Party Allotment, and Sales of Shares” announced on April 7, 2014.

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