Komori
Share Issuance and Disposal1948The Kodensha,Co.,Ltd.Construction and Materials

Notice of an Extraordinary General Meeting of Shareholders Concerning a Share Consolidation, the Abolition of the Provisions on the Number of Shares in a Trading Unit, and Partial Amendments to the Articles of Incorporation

To make the Company a wholly owned subsidiary following the tender offer, a proposal will be submitted to the extraordinary general meeting of shareholders to consolidate 747,603 common shares into 1 share, reducing the total number of issued shares to 11. The Company also plans to abolish the share unit size, amend its Articles of Incorporation and delist its shares.

Worth reading
30Immaterial
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
747603
Share consolidation into 1 share for every [unspecified number] shares
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Share Consolidation

発行・処分する株式数

Consolidation of the Company's shares at a ratio of 1 share for every 747,603 shares

Offering structure
Major shareholders after the offering
KINDEN CORPORATION, Mitsubishi Electric Corporation (specific shareholding percentages after the reverse stock split: Not disclosed)
Stock Split RatioReverse stock split at a ratio of 1 share for every 747,603 shares. Effective date: 29 September 2026 (scheduled)
Procedures under the Corporate Code of Conduct
Procedure to have the proposals for the reverse stock split and amendments to the Articles of Incorporation approved at the extraordinary general meeting of shareholders scheduled for 25 August 2026. An independent special committee was established, and an opinion letter was obtained dated 22 May 2026.
Impact on Business Performance
The Company has determined that taking its shares private through this transaction will contribute to enhancing corporate value. The Company's shares are expected to be delisted in connection with the reverse stock split.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalShare Consolidation
Number of shares to be issued or disposed ofConsolidation of the Company's shares at a ratio of 1 share for every 747,603 shares
Total number of issued shares8,733,440 shares (after cancellation of 236,560 treasury shares and before the reverse stock split takes effect) → 11 shares (after the reverse stock split takes effect)
Stock Split RatioReverse stock split at a ratio of 1 share for every 747,603 shares. Effective date: 29 September 2026 (scheduled)
Procedures under the Corporate Code of ConductProcedure to have the proposals for the reverse stock split and amendments to the Articles of Incorporation approved at the extraordinary general meeting of shareholders scheduled for 25 August 2026. An independent special committee was established, and an opinion letter was obtained dated 22 May 2026.
Major shareholders after the offeringKINDEN CORPORATION, Mitsubishi Electric Corporation (specific shareholding percentages after the reverse stock split: Not disclosed)
Impact on Business PerformanceThe Company has determined that taking its shares private through this transaction will contribute to enhancing corporate value. The Company's shares are expected to be delisted in connection with the reverse stock split.
Items this document does not state (21)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allotteeIntended allottee's holding policyDilution RateBasis for determining the amount to be paidExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentMost recent equity financing

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.

To make the Company a wholly owned subsidiary of KINDEN CORPORATION and take it private. Following the reverse stock split, the total number of issued shares will be 11, eliminating the need to prescribe a share unit size.

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 of an Extraordinary General Meeting of Shareholders Concerning a Share Consolidation, the Abolition of the Provisions on the Number of Shares in a Trading Unit, and Partial Amendments to the Articles of Incorporation | The Kodensha,Co.,Ltd. (1948) timely disclosure | Komori