M&A - PIXIE DUST TECHNOLOGIES, INC.

Form Type: CORRESP

Filing Date: 2025-02-12

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025013110

Filing Summary: On February 12, 2025, Pixie Dust Technologies, Inc. filed a correspondence in response to comments from the SEC regarding their Schedule 13E-3/A. The company is aiming to acquire up to 1,200,000 shares at a maximum price of $1.00 per share from BNY Mellon, who holds the shares as part of the ADS program, which is set to terminate on March 14, 2025. The correspondence outlines the rationale for purchasing shares from BNY instead of allowing shareholders to retain them, emphasizing compliance with Japanese law and FEFTA regulations. The company plans shareholder meetings to approve various proposals, including capital reduction and preferred share issuance. The correspondence also clarifies that the transaction does not trigger Rule 13e-3, asserting its independent nature from the delisting process. The acquisition of shares is part of a strategic move to facilitate cash settlements for ADS holders and comply with legal and regulatory frameworks.