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M&A and Subsidiary Changes2331ALSOK CO.,LTD.Information and Communications, Services and Others

Notice Regarding the Results of the Public Tender Offer for the Common Shares of Nippon Dry-Chemical CO.,LTD. by TCG2511株式会社

The public tender offer for the shares of Nippon Dry-Chemical CO.,LTD. conducted by TCG2511株式会社 ended on 29 June 2026. As the number of tendered shares exceeded the minimum number, all 14,162,145 shares were purchased, bringing the tender offeror's voting rights ownership ratio to 52.81%.

Worth reading
63In focus
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
14162145
Shares
Wording
Definitive
How definitive the wording is.

This transaction

This tender offer
CounterpartyTCG2511株式会社, Nippon Dry-Chemical CO.,LTD.
Disclosing companyALSOK CO.,LTD.
Nippon Dry-Chemical CO.,LTD.Voting rights ownership percentageNumber of shares acquired 14,162,145 shares; 141,621 voting rights

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥3,730 per common share
Minimum number of shares to be purchased13,465,700 shares
Tender offer periodFrom 14 May 2026 to 29 June 2026 (33 business days)
Procedures and assumptions
Conditions Precedent to ExecutionTendering of at least the minimum number of 13,465,700 shares was a condition, and the condition was met as a result.
Management structure after acquisitionThere is no change from the details stated in the tender offer registration statement regarding the policy and other matters following this public tender offer.
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameTCG2511株式会社, Nippon Dry-Chemical CO.,LTD.
Name of the Subject CompanyNippon Dry-Chemical CO.,LTD.
Type of ConsiderationCash
Tender offer price¥3,730 per common share
Minimum number of shares to be purchased13,465,700 shares
Tender offer periodFrom 14 May 2026 to 29 June 2026 (33 business days)
Number of shares acquired14,162,145 shares; 141,621 voting rights
Voting rights ownership percentageBefore 16.41% (specially related parties) → after 52.81% (tender offeror); 16.41% (specially related parties)
Date of board resolution13 May 2026
Execution Date / Effective Date6 July 2026 (settlement start date)
Conditions Precedent to ExecutionTendering of at least the minimum number of 13,465,700 shares was a condition, and the condition was met as a result.
Management structure after acquisitionThere is no change from the details stated in the tender offer registration statement regarding the policy and other matters following this public tender offer.
Items this document does not state (19)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial Committee

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.

This disclosure announces the results of the public tender offer. The reason for carrying out the transaction is not explained in this document.

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 Regarding the Results of the Public Tender Offer for the Common Shares of Nippon Dry-Chemical CO.,LTD. by TCG2511株式会社 | ALSOK CO.,LTD. (2331) timely disclosure | Komori