This transaction
This tender offerThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Electrical equipment construction business (design, construction and contracting for indoor wiring, transmission lines, power generation and substation facilities, telecommunications and air-conditioning) and product sales business (sales of general-purpose electrical equipment, industrial electrical and electronic equipment, and heating, cooling and residential equipment, among others)
The impact of the change in affiliated company resulting from this tender offer on the tender offeror's consolidated results is currently under review.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | Mitsubishi Electric Corporation |
| Name of the Subject Company | The Kodensha,Co.,Ltd. |
| Business Description of the Subject Company | Electrical equipment construction business (design, construction and contracting for indoor wiring, transmission lines, power generation and substation facilities, telecommunications and air-conditioning) and product sales business (sales of general-purpose electrical equipment, industrial electrical and electronic equipment, and heating, cooling and residential equipment, among others) |
| Location of the Subject Company | Chuo-ku, Tokyo |
| Capital Stock of the Subject Company | ¥1,520 million (as of 31 March 2026) |
| Date of Establishment of the Subject Company | 25 June 1917 |
| Net Sales of the Subject Company | ¥44,234 million (fiscal year ended March 2026) |
| Operating Profit of the Subject Company | ¥3,893 million (fiscal year ended March 2026) |
| Net Income of the Subject Company | ¥2,832 million (fiscal year ended March 2026) |
| Net Assets of the Subject Company | ¥25,182 million (fiscal year ended March 2026) |
| Acquisition price | ¥42,720,000,000 |
| Expenses other than the acquisition price | Excludes advisory fees and other expenses (separately stated amount not disclosed) |
| Type of Consideration | Cash |
| Tender offer price | ¥11,501 per common share |
| Minimum number of shares to be purchased | 1,336,800 shares |
| Tender offer period | From 26 May 2026 to 6 July 2026 (30 business days) |
| Number of shares acquired | 3,714,499 shares (number of voting rights: 37,144) |
| Voting rights ownership percentage | Before —% (tender offeror) / 51.36% (specially related parties) → after 42.53% (tender offeror) / 51.36% (specially related parties) |
| Impact on Business Performance | The impact of the change in affiliated company resulting from this tender offer on the tender offeror's consolidated results is currently under review. |
| Date of board resolution | 25 May 2026 |
| Execution Date / Effective Date | 13 July 2026 (scheduled) |
| Management structure after acquisition | The target company's representative is Kajikawa Yuji (梶川 裕司), Representative Director and President and Executive Officer. The company name and treatment of employees are not disclosed. |
Items this document does not state (9)
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.As a result of the tender offer, the target company will become an affiliated company of the tender offeror. However, this disclosure does not explain the specific strategic rationale for the tender offer itself and states that there has been no change from the information announced on 25 May 2026.