Change in the Major Shareholder and Largest Major Shareholder, and Share Accumulation Prescribed by Cabinet Order as an Act Equivalent to a Tender Offer
UT Group Co.,Ltd. (target company), Wakayama Yoichi (若山陽一), and 合同会社若山陽一事務所 (parties to the share transfer)
The shares held by Wakayama Yoichi (若山陽一) are scheduled to be transferred to 合同会社若山陽一事務所, an asset management company of Wakayama Yoichi (若山陽一). The acquisition is intended for long-term, stable ownership.
No impact on business results, etc. (no amount disclosed)
This change will have no impact on the Company's operating results or other aspects of its business.
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
Wakayama Yoichi (若山陽一): 1,354,676 voting rights (22.82% as of 7 August 2026). 合同会社若山陽一事務所: 0 voting rights (0% as of the same date).
Wakayama Yoichi (若山陽一): 0 voting rights (0%). 合同会社若山陽一事務所: 1,354,676 voting rights (22.82%). The scheduled date of the change is 31 August 2026.
Related procedures
Share accumulation prescribed by Cabinet Order as conduct equivalent to a tender offer
合同会社若山陽一事務所 is an asset management company whose shares are all held by Wakayama Yoichi (若山陽一), and it intends to continue holding the shares on a long-term basis as a stable shareholder. The change will have no impact on the Company's business results, etc.
| Item | Details |
|---|---|
| Event name | Change in the Major Shareholder and Largest Major Shareholder, and Share Accumulation Prescribed by Cabinet Order as an Act Equivalent to a Tender Offer |
| Date of occurrence | 31 August 2026 (scheduled date of the change) |
| Date recognized / date notice received | 7 August 2026 (the date on which the Company received a report from Wakayama Yoichi (若山陽一) regarding the scheduled transfer, and on which 合同会社若山陽一事務所 decided to acquire the shares and entered into the share transfer agreement) |
| Subject Entity | UT Group Co.,Ltd. (target company), Wakayama Yoichi (若山陽一), and 合同会社若山陽一事務所 (parties to the share transfer) |
| Cause | The shares held by Wakayama Yoichi (若山陽一) are scheduled to be transferred to 合同会社若山陽一事務所, an asset management company of Wakayama Yoichi (若山陽一). The acquisition is intended for long-term, stable ownership. |
| Amount of Impact on Business Performance | No impact on business results, etc. (no amount disclosed) |
| Impact on Earnings Forecast | This change will have no impact on the Company's operating results or other aspects of its business. |
| Type of litigation or proceeding | Share accumulation prescribed by Cabinet Order as conduct equivalent to a tender offer |
| Voting rights ownership percentage before the change | Wakayama Yoichi (若山陽一): 1,354,676 voting rights (22.82% as of 7 August 2026). 合同会社若山陽一事務所: 0 voting rights (0% as of the same date). |
| Voting rights ownership percentage after the change | Wakayama Yoichi (若山陽一): 0 voting rights (0%). 合同会社若山陽一事務所: 1,354,676 voting rights (22.82%). The scheduled date of the change is 31 August 2026. |
| Outlook | 合同会社若山陽一事務所 is an asset management company whose shares are all held by Wakayama Yoichi (若山陽一), and it intends to continue holding the shares on a long-term basis as a stable shareholder. The change will have no impact on the Company's business results, etc. |
Items this document does not state (14)
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 shares held by Wakayama Yoichi (若山陽一) will be transferred to an asset management company wholly owned by him. The acquirer has reported that it intends to hold the shares on a long-term, stable basis and continue to hold them as a stable shareholder.