This transaction
BCPE Blitz tender offerThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.
| Item | Details |
|---|---|
| Transaction name | BCPE Blitz tender offer |
| Counterparty name | BCPE Blitz Cayman, L.P. |
| Name of the Subject Company | Kakaku.com,Inc. |
| Acquisition price | Total acquisition consideration under the tender offer: Not disclosed (tender offer price: ¥3,520 per share, or ¥3,640 subject to conditions) |
| Type of Consideration | Cash |
| Tender offer price | Company shares: ¥3,520 per share (¥3,640 per share if a non-tender agreement can be entered into with KDDI Corporation). Purchase price for these stock acquisition rights: Not disclosed |
| Minimum number of shares to be purchased | 131,805,000 shares (66.05% ownership ratio of share certificates and other securities after the purchase) |
| Tender offer period | 20 business days. The commencement date is expected to be in mid-September 2026, but the specific commencement and expiration dates are Not disclosed |
| Voting rights ownership percentage | After 66.05% (before not disclosed) |
| Contract Date | Subscription agreement with Oasis: 1 July 2026. Additional agreement: 27 July 2026. Date of execution of the transaction agreement between BCPE Blitz and the company: Not disclosed |
| Execution Date / Effective Date | The BCPE Blitz tender offer is expected to commence in mid-September 2026. A squeeze-out procedure is planned after the tender offer. The specific execution date and effective date are Not disclosed |
| Special Committee | Established (special committee of the company). The number and attributes of committee members are Not disclosed |
| Conditions Precedent to Execution | ① The company's board of directors expresses an opinion in favor of the tender offer, resolves to recommend that shareholders tender their shares, and maintains that position; ② the special committee issues and maintains an opinion that the transaction is appropriate; ③ no material change or other circumstances causing a significant impediment have occurred; ④ the relevant clearances, including under the competition laws of each jurisdiction, have been obtained or can reasonably be expected to be obtained; and ⑤ no undisclosed material facts exist concerning the company |
| Management structure after acquisition | The company plans to acquire all of the company's shares, excluding treasury shares held by the company, and take the company private. Details regarding the corporate name, representative, treatment of employees and other matters are Not disclosed |
Items this document does not state (18)
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 company disclosed this matter after receiving, on 29 July 2026, a proposal to increase the tender offer price as an update to the proposal dated 1 July, and confirming the announcement of the planned public disclosure of the BCPE Blitz tender offer. Because the Kamgras 1 tender offer and the BCPE Blitz tender offer cannot coexist, the company will consider which transaction would contribute to enhancing corporate value and the common interests of shareholders.