Results of the Tender Offer for the Company's Shares and Other Securities by Akatsuki Inc., and Changes in the Parent Company and Largest Major Shareholder
SUNNY SIDE UP GROUP Inc., Akatsuki Inc., and 株式会社ネクストフィールド
The Company's common shares and 8th stock acquisition rights
The total number of shares and other securities tendered in the tender offer reached or exceeded the minimum number of shares scheduled to be purchased, requiring the offeror to acquire the tendered shares and other securities.
Acquisition price: ¥12,419 million. The impact on Akatsuki's consolidated results is currently under review.
The impact on the offeror's consolidated results is currently under review. If any matter requiring disclosure arises, it will be disclosed promptly.
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.
Akatsuki Inc.: 0 voting rights, 0%. 株式会社ネクストフィールド: 54,720 voting rights, 36.94%.
Akatsuki Inc.: 94,612 voting rights, 63.42%. 株式会社ネクストフィールド: 43,228 voting rights, 29.19%.
Related procedures
Tender offer and share acquisition procedures
Financial Instruments and Exchange Act; Tokyo Stock Exchange
Akatsuki plans to carry out squeeze-out procedures to make the Company a wholly owned subsidiary. Following completion of the procedures, the Company's shares are scheduled to be delisted. The specific procedures and timing will be announced promptly once determined.
The Company plans to promptly announce the specific procedures, timing and other details once determined.
| Item | Details |
|---|---|
| Event name | Results of the Tender Offer for the Company's Shares and Other Securities by Akatsuki Inc., and Changes in the Parent Company and Largest Major Shareholder |
| Date of occurrence | 24 June 2026 (the closing date of the tender offer) |
| Date recognized / date notice received | 25 June 2026 (the date on which the Company received the results from the offeror) |
| Subject Entity | SUNNY SIDE UP GROUP Inc., Akatsuki Inc., and 株式会社ネクストフィールド |
| Target Locations / Products | The Company's common shares and 8th stock acquisition rights |
| Cause | The total number of shares and other securities tendered in the tender offer reached or exceeded the minimum number of shares scheduled to be purchased, requiring the offeror to acquire the tendered shares and other securities. |
| Amount of Impact on Business Performance | Acquisition price: ¥12,419 million. The impact on Akatsuki's consolidated results is currently under review. |
| Impact on Earnings Forecast | The impact on the offeror's consolidated results is currently under review. If any matter requiring disclosure arises, it will be disclosed promptly. |
| Type of litigation or proceeding | Tender offer and share acquisition procedures |
| Court or authority | Financial Instruments and Exchange Act; Tokyo Stock Exchange |
| Voting rights ownership percentage before the change | Akatsuki Inc.: 0 voting rights, 0%. 株式会社ネクストフィールド: 54,720 voting rights, 36.94%. |
| Voting rights ownership percentage after the change | Akatsuki Inc.: 94,612 voting rights, 63.42%. 株式会社ネクストフィールド: 43,228 voting rights, 29.19%. |
| Outlook | Akatsuki plans to carry out squeeze-out procedures to make the Company a wholly owned subsidiary. Following completion of the procedures, the Company's shares are scheduled to be delisted. The specific procedures and timing will be announced promptly once determined. |
| Planned follow-up disclosure | The Company plans to promptly announce the specific procedures, timing and other details once determined. |
Items this document does not state (11)
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 total number of shares and other securities tendered in the tender offer by Akatsuki Inc. reached or exceeded the minimum number of shares scheduled to be purchased, requiring the acquisition of all tendered shares and other securities.