Worth reading
45Recurring
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
10
Business daysWording
Conditional
How definitive the wording is.This transaction
This tender offerCounterpartyKamgras １株式会社
Disclosing companyKakaku.com,Inc.
Execution Date / Effective DateFollowing the completion of This Tender Offer: 24 July 2026 (scheduled). Following implementation of This Share Consolidation: early October 2026 (scheduled). Provision of funds for the acquisition of treasury shares and measures relating to the capital reduction: late October 2026 (scheduled). Following implementation of This Acquisition of Treasury Shares: early November 2026 (scheduled). Following implementation of This Reinvestment: on or after early November 2026 (scheduled).
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥3,000 per common share. ¥1 per share for each of 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 (ownership ratio: 17.51%)
Tender offer period13 May 2026 to 16 July 2026 (47 business days)
Procedures and assumptions
Conditions Precedent to ExecutionFollowing completion of This Tender Offer, This Share Consolidation is scheduled to be implemented, followed by an amendment to the Articles of Incorporation to eliminate the provision concerning the number of shares constituting one trading unit, subject to the effectiveness of This Share Consolidation. An extraordinary general meeting of shareholders is scheduled to be held to deliberate these proposals.
Management structure after acquisitionThe disclosure states that the Company’s shares are expected to be taken private through this transaction, followed by This Share Consolidation, the acquisition of treasury shares and reinvestment, but the corporate name, representative and treatment of employees are not disclosed.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | Kamgras １株式会社 |
| Name of the Subject Company | Kakaku.com,Inc. |
| Type of Consideration | Cash |
| Tender offer price | ¥3,000 per common share. ¥1 per share for each of 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 (ownership ratio: 17.51%) |
| Tender offer period | 13 May 2026 to 16 July 2026 (47 business days) |
| Execution Date / Effective Date | Following the completion of This Tender Offer: 24 July 2026 (scheduled). Following implementation of This Share Consolidation: early October 2026 (scheduled). Provision of funds for the acquisition of treasury shares and measures relating to the capital reduction: late October 2026 (scheduled). Following implementation of This Acquisition of Treasury Shares: early November 2026 (scheduled). Following implementation of This Reinvestment: on or after early November 2026 (scheduled). |
| Conditions Precedent to Execution | Following completion of This Tender Offer, This Share Consolidation is scheduled to be implemented, followed by an amendment to the Articles of Incorporation to eliminate the provision concerning the number of shares constituting one trading unit, subject to the effectiveness of This Share Consolidation. An extraordinary general meeting of shareholders is scheduled to be held to deliberate these proposals. |
| Management structure after acquisition | The disclosure states that the Company’s shares are expected to be taken private through this transaction, followed by This Share Consolidation, the acquisition of treasury shares and reinvestment, but the corporate name, representative and treatment of employees are not disclosed. |
Items this document does not state (22)
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 ratioNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract 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.After comprehensively considering the market price of the Company’s shares following commencement of the tender offer, the tendering status of shareholders and holders of stock acquisition rights, and the outlook for future tenders, to provide additional opportunities for making a decision on whether to tender and to increase the likelihood that the tender offer will be successful.
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