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M&A and Subsidiary Changes2371Kakaku.com,Inc.Information and Communications, Services and Others

Notice Regarding Changes to the Terms and Conditions of the Tender Offer for Shares, etc. of Kakaku.com,Inc. (Securities Code: 2371) by Kamgras 1株式会社

The tender offer price for Kakaku.com,Inc. changed from ¥3,000 per share to ¥3,450 per share, and the tender offer period was extended through 3 August 2026. Accordingly, the settlement start date was changed to 10 August 2026, and the purchase price for treasury shares was also increased to ¥2,805 per share.

Worth reading
74In focus
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
450
¥ per share (increase in tender offer price)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

This tender offer
CounterpartyKamgras 1株式会社
Disclosing companyKakaku.com,Inc.
Kakaku.com,Inc.Subject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥3,450 per common share. ¥1 each for the 8th, 10th, 11th, 13th, 14th, 15th, 16th, 17th, 18th, 19th and 20th Series Stock Acquisition Rights
Tender offer period13 May 2026 to 3 August 2026 (58 business days)
Procedures and assumptions
Independent valuation institutionSMBC Nikko Securities Inc.; YAMADA Consulting Group Co.,Ltd.
Special CommitteeEstablished. This special committee. Number and attributes of members: Not disclosed
Conditions Precedent to ExecutionAll necessary approvals and other authorizations from the relevant authorities required for completion of this tender offer have been obtained
Management structure after acquisitionThe target company's shares are expected to be taken private, and following the squeeze-out procedure, the target company is expected to acquire all shares not tendered in this tender offer. Trade name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameKamgras 1株式会社
Name of the Subject CompanyKakaku.com,Inc.
Type of ConsiderationCash
Tender offer price¥3,450 per common share. ¥1 each for the 8th, 10th, 11th, 13th, 14th, 15th, 16th, 17th, 18th, 19th and 20th Series Stock Acquisition Rights
Tender offer period13 May 2026 to 3 August 2026 (58 business days)
Contract Date12 May 2026
Execution Date / Effective Date10 August 2026 (settlement start date)
Independent valuation institutionSMBC Nikko Securities Inc.; YAMADA Consulting Group Co.,Ltd.
Special CommitteeEstablished. This special committee. Number and attributes of members: Not disclosed
Conditions Precedent to ExecutionAll necessary approvals and other authorizations from the relevant authorities required for completion of this tender offer have been obtained
Management structure after acquisitionThe target company's shares are expected to be taken private, and following the squeeze-out procedure, the target company is expected to acquire all shares not tendered in this tender offer. Trade name, representative and treatment of employees: Not disclosed
Items this document does not state (20)
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 ratioMinimum number of shares to be purchasedNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionValuation methodology

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 decision was made after considering a competing proposal from LINE Yahoo and others, the fact that the market price has remained above the previous tender offer price, the status of tenders and the outlook for future tenders, and the target company's request for discussions. The parties also stated that an unsuccessful or prolonged tender offer could prolong uncertainty regarding the target company's future management policies, potentially adversely affecting its business operations, corporate value, and the interests of its shareholders, employees and business partners, making early completion important.

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 Changes to the Terms and Conditions of the Tender Offer for Shares, etc. of Kakaku.com,Inc. (Securities Code: 2371) by Kamgras 1株式会社 | Kakaku.com,Inc. (2371) timely disclosure | Komori