Friday, October 14, 2022

3D RELEASES INVESTOR PRESENTATION IN SUPPORT OF ITS EGM RESOLUTIONS TO APPOINT FOUR NEW OUTSIDE DIRECTORS AT FUJI SOFT INCORPORATED

Encourages Shareholders to Support 3D’s Proposal to Appoint Independent Outside Directors to Foster Improved Oversight of the Company’s Capital Allocation and Strategy

TOKYO, Oct 13 (Bernama-BUSINESS WIRE) -- 3D Investment Partners Pte. Ltd. as investment manager of 3D OPPORTUNITY MASTER FUND (together “3D”) today published a presentation regarding its shareholder proposals to enhance board composition at Fuji soft Incorporated (“Fuji soft” or “the Company”) (9749.T). 3D has nominated four candidates to be added to the Fuji soft Board of Directors.

The presentation is available at:
https://www.3dipartners.com/engagement/fujisoft-presentation-on-shareholderproposal-en-202210.pdf

3D currently owns more than 21% of Fuji soft and is the Company’s largest shareholder. For more than two years, 3D has attempted to engage in a constructive dialogue with the Company on topics including capital allocation, profit margin and growth strategy to help increase corporate value. 3D has provided the Board of Directors and management with hundreds of pages of analysis and a comprehensive plan to help address what we believe are Fuji soft's primary shortcomings, including the allocation of capital to low-return investments in office buildings, a suboptimal business configuration with undervalued listed subsidiaries, poor capital allocation, low profit margins and an unfocused growth strategy.

However, more than two years after the start of 3D’s engagement with the Company, Fuji soft has not made any meaningful changes and these issues remain unresolved. In August 2022, Fuji soft established the Corporate Value Enhancement Committee, but it is comprised of the entire Board of Directors – the same directors who have allowed these issues to persist. In our view, the Corporate Value Enhancement Committee, as currently comprised, is not capable of objectively evaluating and resolving the problems at Fuji soft.

In light of the challenges faced by Fuji soft, we believe that the Board and Corporate Value Enhancement Committee must be augmented with independent outside directors with deep expertise in real estate investment, capital allocation, margin improvement, growth strategies, and corporate governance. 3D’s proposal seeks to appoint four such directors, all of whom are completely independent of 3D and Fuji soft. We are confident that the appointment of these four outside directors will enhance the effectiveness of the Board of Directors, enabling it to thoroughly and objectively evaluate Fuji soft's opportunities to increase corporate value.

As Fuji soft’s largest shareholder, 3D encourages its fellow shareholders review today’s presentation and other materials and to vote in favor of our proposal to appoint four new independent outside directors at Fuji soft’s upcoming Extraordinary General Meeting. 

http://mrem.bernama.com/viewsm.php?idm=44447

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