Anritsu Corporation (the "Company") hereby makes the
following announcement: at the meeting of the board of directors held on the
date hereof, the board of directors decided that the proposal to issue stock
acquisition rights as stock options (the "Stock Acquisition Right(s)")
pursuant to Article 280-20 and 280-21 of the Commercial Code of Japan be
mede to the shareholders at the 79th Annual
General Meeting of Shareholders to be held on June 23, 2005.
1.
Reason for Issuing Stock Acquisition Rights upon
Especially Favorable Terms towards Persons other than the shareholders
Raising motivation and morale of directors and employees
of the company, and directors of its subsidiaries in order to improve
the business performance and increase shareholder value.
2.
Person to Whom Stock Acquisition Rights Will be
Allocated
Directors, vice presidents and senior corporate staffs
of the company, representative directors of its domestic subsidiaries
and executive officers of its overseas subsidiaries.
3.
Summary of the Issuance of Stock Acquisition Rights
(1)
Type / Number of Shares under Stock
Acquisition Rights:
Up to 300,000 shares of common stock of the Company.
(2)
Aggregate Number of Stock Acquisition
Rights to be Issued:
Up to 300 Stock Acquisition Rights.
(3)
Issue Price of Stock Acquisition Rights:
The Stock Acquisition Rights shall be issued without receipt of
consideration.
(4)
The price for subscription of new shares
to exercise the rights:
The subscription price per share of the right will be determined at 1.05
of average market quotation of the shares of the company at the end of
each trading date on the Tokyo Stock Exchange during the month that
precedes the month, in which the subscription right was granted.
(5)
Exercise Period of Stock Acquisition
Rights:
From July 1, 2007 to June 30, 2010.
*
Upon shareholder's approval of
the resolution at the 79th Annual General Meeting of Shareholders to be
held on June 23, 2005, the details of issuance and allotment of the
Stock Acquisition Rights shall be determined by a resolution of the
Board of Directors to be held after such meeting of shareholders.