Results of the Tender Offer for Our Shares by WORLD HOLDINGS CO.,LTD. and Change in Parent Company
ｎｍｓホールディングス株式会社, WORLD HOLDINGS CO.,LTD.
Common shares of ｎｍｓホールディングス株式会社
The tender offer received applications for 11,825,411 shares, exceeding the minimum number of shares to be purchased of 6,480,800 shares, and the tender offer was therefore successful.
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.
32.91% (63,197 voting rights, 6,319,700 shares; based on the number of base shares as of 31 March 2026)
94.50% (181,451 voting rights, 18,145,111 shares; based on the number of base shares as of 31 March 2026)
Related procedures
Procedures relating to the tender offer and the change in parent company
Tokyo Stock Exchange
Following discussions with the tender offeror, a series of procedures will be undertaken to make the tender offeror the sole shareholder of the company. If these procedures are carried out, the company's shares are expected to be delisted in accordance with the Tokyo Stock Exchange's delisting criteria following the prescribed procedures. The procedures to be undertaken, their timing and other details will be announced promptly once decided.
| Item | Details |
|---|---|
| Event name | Results of the Tender Offer for Our Shares by WORLD HOLDINGS CO.,LTD. and Change in Parent Company |
| Date of occurrence | 10 July 2026 (the closing date of this tender offer). The scheduled date of the change in parent company is 17 July 2026 (the commencement date of settlement for this tender offer). |
| Date recognized / date notice received | 13 July 2026 (the date on which the tender offeror reported the results of this tender offer). |
| Subject Entity | ｎｍｓホールディングス株式会社, WORLD HOLDINGS CO.,LTD. |
| Target Locations / Products | Common shares of ｎｍｓホールディングス株式会社 |
| Cause | The tender offer received applications for 11,825,411 shares, exceeding the minimum number of shares to be purchased of 6,480,800 shares, and the tender offer was therefore successful. |
| Type of litigation or proceeding | Procedures relating to the tender offer and the change in parent company |
| Court or authority | Tokyo Stock Exchange |
| Voting rights ownership percentage before the change | 32.91% (63,197 voting rights, 6,319,700 shares; based on the number of base shares as of 31 March 2026) |
| Voting rights ownership percentage after the change | 94.50% (181,451 voting rights, 18,145,111 shares; based on the number of base shares as of 31 March 2026) |
| Outlook | Following discussions with the tender offeror, a series of procedures will be undertaken to make the tender offeror the sole shareholder of the company. If these procedures are carried out, the company's shares are expected to be delisted in accordance with the Tokyo Stock Exchange's delisting criteria following the prescribed procedures. The procedures to be undertaken, their timing and other details will be announced promptly once decided. |
| Planned follow-up disclosure | The procedures to be undertaken, their timing and other details will be announced promptly once decided. |
Items this document does not state (13)
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 tender offer received applications for 11,825,411 shares, exceeding the minimum number of shares to be purchased of 6,480,800 shares, and the tender offer was therefore successful. Following settlement, the tender offeror's voting rights ownership ratio will exceed 50%.