RUTH.US TENDER Offer

RUTHS HOSPITALITY GROUP INC COM (RUTH.US) is offering to purchase all outstanding shares at a price of $21.50 Cash, per share. The tender offer price will be paid to the holders in net cash, without interest, and subject to withholding taxes (if any) pursuant to the terms and conditions set forth in this purchase offer and related transfer instructions.

The terms of the offer are as follows:

Option 1: Take no action [Default option]

Option 2: USD 21.50 per share tendered and accepted（less any applicable withholding tax）

The deadline to tender shares to the offer will be 06/06/2023@ 16:00 (HONG KONG TIME GMT+8).

In the absence of an election, no action will be taken.

Please fill in the following information and use the registered email address of Futu to send an email to cs@futuhk.com.

1. Account Number:
2. Name: (In Chinese or English)
3. Stock code: RUTH.US
4. Options: (1) or (2)
5. Number of shares participating in corporate actions:

Note to applicants:
1. If shareholders holding 1 share or less of RUTH.US, they cannot participate in related corporate actions.
2. Option 1 is the default option. We will help clients to choose option 1 if have not received clients’ emails.
3. Once the relevant application is submitted, the stocks participating in the company's actions cannot be traded and the application cannot be withdrawn.
4. This corporate action does not accept additional applications, the maximum number of applications that a client can apply for does not exceed the number of eligible shares it holds.
5. The pending orders and unsettled shares will not be accepted for the time being.
6. Please confirm that the account funds are sufficient to pay the relevant fees of this corporate action. Otherwise, we will not bear any responsibility for the failure of your application.
7. If there is any update, all the information released by the listed company shall prevail.

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