March 3, 2021
To whom it may concern
Company: Teijin Limited
Representative: Jun Suzuki, President and CEO
Stock code: 3401 (First Section, Tokyo Stock Exchange)
Contact: Tomoko Torii, General Manager
Investor Relations Department
TEL: +81-3-3506-4395
Notice Regarding Result of Tender Offer for Shares inJapan Tissue Engineering Co., Ltd. (Stock Code: 7774)
Teijin Limited (the “Tender Offeror”) resolved at a meeting of its Board of Directors onJanuary 29, 2021 to acquire shares of common stock in Japan Tissue Engineering Co., Ltd.
(stock code 7774 on the JASDAQ Growth Market of Tokyo Stock Exchange, Inc. (the “TSE”);
that company, the “Target Company”; those shares, “Target Shares”) through a tender offer
under the Financial Instruments and Exchange Act (Act No. 25 of 1948, as amended; the“FIEA”; that tender offer, the “Tender Offer”) and conducted the Tender Offer from February
1, 2021. The Tender Offer ended on March 2, 2021, so the Tender Offeror hereby announces
the outcomes of the Tender Offer as follows.
1.

Outline of the purchase, etc.
(1)

Name and address of the Tender Offeror
Teijin Limited
2-4, Nakanoshima 3-chome, Kita-ku, Osaka(2)

Name of the Target Company
Japan Tissue Engineering Co., Ltd.

(3)Class of share certificates, etc. to be purchased, etc.
Shares of common stock(4)

Number of share certificates, etc. to be purchased
Number to be purchased

Min. no. to be purchased

Max. no. to be purchased

26,389,900 shares

20,358,400 shares

26,389,900 shares

1

(5)

(Note 1)

If the total number of share certificates, etc. for which applications forsale are made in response to the Tender Offer (“Tendered Shares”) falls
short of the minimum number of shares to be purchased (20,358,400shares), the Tender Offeror will purchase none of the Tendered Shares.
If the total number of Tendered Shares exceeds the maximum numberof shares to be purchased (26,389,900 shares), the Tender Offeror will
not purchase all or any of the excess portion and will acquire the sharecertificates, etc. and effect other settlement procedures for theirpurchase, etc. using the pro rata method specified by Article 27-13(5)of the FIEA and Article 32 of the Cabinet Office Order on Disclosure
Required for Tender Offer for Share Certificates, etc. by Person OtherThan Issuer (Ministry of Finance Order No. 38 of 1990, as amended;
the “Order”).

(Note 2)

Shares constituting less than one unit are also subject to the Tender
Offer. If an appraisal right for shares constituting less than one unit isexercised by a shareholder in accordance with the Companies Act (ActNo. 86 of 2005, as amended), the Target Company might purchase its
own shares constituting less than one unit during the Tender Offer
Period (as defined below) in accordance with procedures required bylaws and regulations.

(Note 3)

The Tender Offeror does not intend to acquire any treasury shares
owned by the Target Company through the Tender Offer.

Purchase, etc. period(i)Purchase, etc. period at time of filing of statement
From February 1, 2021 (Monday) to March 2, 2021 (Tuesday) (20 businessdays)(ii)

Possibility of extension based on the Target Company’s request
If a request for an extension of the purchase, etc. period (the “Tender OfferPeriod”) was included in accordance with Article 27-10(3) of the FIEA in theTarget Company’s position statement, the Tender Offer Period would haveended on March 16, 2021 (Tuesday) (a period of 30 business days), but nosuch request was included.

(6)

Purchase, etc. priceCommon stock2.

820 yen per share

Result of the purchase, etc.
(1)

Outcome of tender offer
The total number of Tendered Shares in the Tender Offer (23,439,173 shares)
reached the minimum number of shares to be purchased (20,358,400 shares) anddid not exceed the maximum number of shares to be purchased (26,389,900 shares),2so, as stated in the public notice of commencement of tender offer and the tender
offer registration statement, the Tender Offeror will purchase all of the Tendered
Shares.
(2)

Date of public notice of result of tender offer and name of newspaper in which
public notice is to appear
In accordance with Article 27-13(1) of the FIEA, the Tender Offeror has publicly
announced the result of the Tender Offer to the press on March 3, 2021 at the TSE
in the manner set out in Article 9-4 of the Order for Enforcement of the Financial
Instruments and Exchange Act (Cabinet Order No. 321 of 1965, as amended) andArticle 30-2 of the Order.

(3)

Number of share certificates, etc. subject to purchase, etc.
Class of sharecertificate, etc.
Share certificates

Number tendered on anumber-of-shares basis

Number purchased on anumber-of-shares basis

23,439,173 (shares)

23,439,173 (shares)

Share option certificates--Corporate bondcertificates with shareoption--Trust beneficiary
certificates for sharecertificates, etc. (----)

Depositary receipts forshare certificates, etc.
()

(4)

Total

23,439,173

23,439,173(Total number of latentshare certificates, etc.)

(-)

(-)

Ownership percentages for share certificates, etc. after purchase, etc.
Number of voting rights
represented by shares held by
the Tender Offeror before thepurchase, etc.

(Ownership percentage forshare certificates, etc. before- units
the purchase, etc.: - %)3

Number of voting rights
represented by shares held byspecial related parties before
the purchase, etc.

(Ownership percentage forshare certificates, etc. before- units
the purchase, etc.: - %)Number of voting rights
represented by shares held by
the Tender Offeror after thepurchase, etc.

(Ownership percentage forshare certificates, etc. after
234,391 units
the purchase, etc.: 57.72 %)Number of voting rights
represented by shares held byspecial related parties after thepurchase, etc.

(Ownership percentage forshare certificates, etc. after- units
the purchase, etc.: - %)Total number of voting rights
of all shareholders of theTarget Company(5)405,999 units(Note 1)

“Total number of voting rights of all shareholders of the Target
Company” is the number of voting rights of all shareholders of theTarget Company as of September 30, 2020 stated in the quarterly
securities report for the third quarter of the 23rd fiscal year filed by theTarget Company on February 12, 2021 (the “Target Company’s ThirdQuarter Report”). However, since shares constituting less than one
unit were also subject to purchase, etc. in the Tender Offer, whencalculating the “Ownership percentage for share certificates, etc. after
the purchase, etc.,” the number of voting rights (406,099 units)
represented by the number of shares (40,609,984 shares) calculated bydeducting the number of treasury shares owned by the Target Company
as of December 31, 2020 (216 shares) from the number of issued shares
as of December 31, 2020 stated in the Target Company’s Third Quarter
Report (40,610,200) is used as a denominator.

(Note 2)“Ownership percentage for share certificates, etc. after the purchase,etc.” has been rounded to two decimal places.

Calculation in the case of purchase, etc. using the pro rata method
Not applicable(6)

Method of settlement(i)Name and address of head office of financial instruments business operator
or bank in charge of settlement of purchase, etc.
SMBC Nikko Securities Inc.

3-1, Marunouchi 3-chome, Chiyoda-ku,Tokyo4(ii)Commencement date of settlement
March 9, 2021 (Tuesday)(iii) Method of settlement
A notice of purchase, etc. through the Tender Offer will be mailed by post tothe address of each tendering shareholder, etc. (or to the address of thestanding proxy in the case of a foreign shareholder, etc.) without delay after
the expiration of the Tender Offer Period. The notice of purchase, etc. will
be given electronically for tendering conducted from Nikko Easy Trade.
Each purchase will be settled in cash. The tender offer agent will, inaccordance with the instructions given by each tendering shareholder, etc. (orthe standing proxy in the case of a foreign shareholder, etc.) and without delay
on or after the commencement date of settlement, remit to the address
designated by the tendering shareholder, etc. (or the standing proxy in the caseof a foreign shareholder, etc.) the selling price for the share certificates, etc.
purchased.
3.

Policy, etc. After Tender Offer, and Future Outlook
The policy and the like after the Tender Offer has not changed from the details stated in“Notice Regarding Commencement of Tender Offer for Shares in, and Execution of
Capital and Business Alliance Agreement with, Japan Tissue Engineering Co., Ltd. (StockCode: 7774)” released by the Tender Offeror on January 29, 2021. The effect of theTender Offer on the Tender Offeror’s business performance is currently under review, andif revisions to performance forecasts are required or any other matters need to beannounced in the future, the Tender Offeror will promptly make an announcement to thateffect.

4.

Locations of Copies of Tender Offer Report Made Available to Public
Teijin Limited

2-4, Nakanoshima 3-chome, Kita-ku, Osaka

Tokyo Head Office, Teijin Limited

2-1, Kasumigaseki 3-chome, Chiyoda-ku,
Tokyo (inside Kasumigaseki Common GateWest Tower)

Tokyo Stock Exchange, Inc.

2-1 Nihombashi Kabutocho, Chuo-ku, TokyoEnd5