Worth reading
59In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
121905767
Shares (planned purchase quantity)Wording
Conditional
How definitive the wording is.This transaction
This tender offerCounterpartyKakaku.com,Inc., Digital Garage,Inc., KDDI Corporation
Disclosing companyKakaku.com,Inc.
TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥3,000 per common share. ¥1 each for the 8th, 10th, 11th, 13th, 14th, 15th, 16th, 17th, 18th, 19th and 20th stock acquisition rights
Minimum number of shares to be purchased34,941,000 shares
Tender offer period13 May 2026 to 2 July 2026 (37 business days)
Funding arrangementsBorrowings from financial institutions and an equity contribution from the parent company of the tender offeror
Procedures and assumptions
Valuation methodologyThe terms are stated to have been determined through discussions and negotiations between the parties, but the specific valuation methodology is Not disclosed
Conditions Precedent to ExecutionThe aggregate number of tendered share certificates and other securities must be at least the minimum number of shares to be purchased. Approval at the special shareholders meeting is required for the consolidation of shares following completion of the tender offer
Management structure after acquisitionFollowing completion of the tender offer, the target company's shareholders are planned to consist solely of the tender offeror and the non-tendering shareholders, and the target company's shares are planned to be taken private. The treatment of the corporate name, representative and employees is Not disclosed
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | Kakaku.com,Inc., Digital Garage,Inc., KDDI Corporation |
| Name of the Subject Company | Kakaku.com,Inc. |
| Type of Consideration | Cash |
| Tender offer price | ¥3,000 per common share. ¥1 each for the 8th, 10th, 11th, 13th, 14th, 15th, 16th, 17th, 18th, 19th and 20th stock acquisition rights |
| Minimum number of shares to be purchased | 34,941,000 shares |
| Tender offer period | 13 May 2026 to 2 July 2026 (37 business days) |
| Number of shares acquired | Number of shares to be purchased: 121,905,767 shares (the actual number of shares acquired has not been determined) |
| Voting rights ownership percentage | Before Digital Garage: 20.50%, KDDI: 17.55%, total of non-tendering shareholders: 38.05%. The tender offeror and its related parties do not own any of the target company's share certificates or other securities (after not disclosed) |
| Funding arrangements | Borrowings from financial institutions and an equity contribution from the parent company of the tender offeror |
| Date of board resolution | 12 May 2026 |
| Contract Date | 12 May 2026 |
| Execution Date / Effective Date | 9 July 2026 (Thursday) (settlement commencement date) |
| Valuation methodology | The terms are stated to have been determined through discussions and negotiations between the parties, but the specific valuation methodology is Not disclosed |
| Conditions Precedent to Execution | The aggregate number of tendered share certificates and other securities must be at least the minimum number of shares to be purchased. Approval at the special shareholders meeting is required for the consolidation of shares following completion of the tender offer |
| Management structure after acquisition | Following completion of the tender offer, the target company's shareholders are planned to consist solely of the tender offeror and the non-tendering shareholders, and the target company's shares are planned to be taken private. The treatment of the corporate name, representative and employees is Not disclosed |
Items this document does not state (16)
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 ratioGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceIndependent 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.The tender offer will be conducted as part of a series of transactions to acquire all of the target company's share certificates and other securities and take the target company private.
How to read this page
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