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M&A and Subsidiary Changes1382HOB Co.,Ltd.Food

Notice concerning the commencement of a tender offer for HOB Co.,Ltd. (Securities code: 1382) by 株式会社髙橋企画

株式会社髙橋企画 has decided to acquire common shares from HOB Co.,Ltd.’s general shareholders through a tender offer and take HOB Co.,Ltd. private. Following the tender offer, HOB Co.,Ltd. is expected to become a wholly owned subsidiary of 株式会社髙橋企画 through a share exchange.

Worth reading
71In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
456243
Shares (number of shares to be purchased)
Wording
Conditional
How definitive the wording is.

This transaction

The Tender Offer / The Transaction
Counterparty株式会社髙橋企画
Disclosing companyHOB Co.,Ltd.
株式会社ホーブSubject of this transactionNumber of shares acquired 456,243 shares (number of shares to be purchased). The number of voting rights is Not disclosedVoting rights ownership percentage Before Offeror: 0% as of today; Takahashi Iwao (髙橋巖): 40.07%; Takahashi Yukari (髙橋ゆかり): 2.89% → after All shares of the target company will be consolidated under the offeror through a share exchange. The specific percentage is Not disclosed
TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash (¥1,140 per common share)
Tender offer price¥1,140 per common share
Minimum number of shares to be purchased202,500 shares
Tender offer periodFrom 9 November 2026 to 21 December 2026 (30 business days)
Procedures and assumptions
Conditions Precedent to ExecutionThe minimum number of shares to be purchased is 202,500. Following completion of the tender offer, procedures are expected to be undertaken to obtain approval for the relevant proposals at an extraordinary general meeting of the target company’s shareholders
Management structure after acquisitionTakahashi Iwao (髙橋巖) is expected to continue managing the target company as its Representative Director and Chairman after the Transaction. Any change to the corporate name and employee treatment are Not disclosed
This transaction
ItemDetails
Transaction nameThe Tender Offer / The Transaction
Counterparty name株式会社髙橋企画
Name of the Subject Company株式会社ホーブ
Type of ConsiderationCash (¥1,140 per common share)
Tender offer price¥1,140 per common share
Minimum number of shares to be purchased202,500 shares
Tender offer periodFrom 9 November 2026 to 21 December 2026 (30 business days)
Number of shares acquired456,243 shares (number of shares to be purchased). The number of voting rights is Not disclosed
Voting rights ownership percentageBefore Offeror: 0% as of today; Takahashi Iwao (髙橋巖): 40.07%; Takahashi Yukari (髙橋ゆかり): 2.89% → after All shares of the target company will be consolidated under the offeror through a share exchange. The specific percentage is Not disclosed
Date of board resolution6 November 2026 (the offeror decided to launch the Tender Offer)
Execution Date / Effective Date28 December 2026 (settlement commencement date). The effective date of the share exchange is Not disclosed
Conditions Precedent to ExecutionThe minimum number of shares to be purchased is 202,500. Following completion of the tender offer, procedures are expected to be undertaken to obtain approval for the relevant proposals at an extraordinary general meeting of the target company’s shareholders
Management structure after acquisitionTakahashi Iwao (髙橋巖) is expected to continue managing the target company as its Representative Director and Chairman after the Transaction. Any change to the corporate name and employee treatment are Not disclosed
Items this document does not state (19)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial Committee

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The purpose is to take HOB Co.,Ltd.’s shares, which are listed on the Tokyo Stock Exchange Standard Market, private, make the shareholders solely the offeror and Takahashi Iwao (髙橋巖), and ultimately consolidate all HOB Co.,Ltd. shares under the offeror through a share exchange.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice concerning the commencement of a tender offer for HOB Co.,Ltd. (Securities code: 1382) by 株式会社髙橋企画 | HOB Co.,Ltd. (1382) timely disclosure | Komori