Worth reading
77Important
Scored from 4 of 5 sectionsDirection
Improvement
Direction inferred from the company’s description.Scale
1
¥ per share (increase in the tender offer price for common shares)Wording
Conditional
How definitive the wording is.This transaction
This tender offerCounterpartyKamgras １株式会社
Disclosing companyKakaku.com,Inc.
Execution Date / Effective Date5 November 2026 (scheduled) (following completion of this tender offer)
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥3,682 per common share. Stock acquisition rights Nos. 8, 10, 11, 13, 14, 15, 16, 17, 18, 19 and 20: ¥1 per right in each case
Minimum number of shares to be purchased34,941,000 shares
Tender offer period13 May 2026 to 28 October 2026 (115 business days)
Procedures and assumptions
Special CommitteeEstablished. The committee was established to consider the transaction relating to the take-private transaction, but the number and attributes of its members are not disclosed
Conditions Precedent to ExecutionFollowing completion of this tender offer, an extraordinary shareholders meeting is scheduled to be held to consider proposals for a share consolidation and amendments to the Articles of Incorporation. The tender offeror and the non-tendering shareholder are scheduled to vote in favor of these proposals
Management structure after acquisitionFollowing completion of this tender offer, the Company is scheduled to be taken private through the share consolidation and related measures, followed by the acquisition of treasury shares and the reinvestment. The treatment of the Company's representatives and employees is 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 | ¥3,682 per common share. Stock acquisition rights Nos. 8, 10, 11, 13, 14, 15, 16, 17, 18, 19 and 20: ¥1 per right in each case |
| Minimum number of shares to be purchased | 34,941,000 shares |
| Tender offer period | 13 May 2026 to 28 October 2026 (115 business days) |
| Execution Date / Effective Date | 5 November 2026 (scheduled) (following completion of this tender offer) |
| Special Committee | Established. The committee was established to consider the transaction relating to the take-private transaction, but the number and attributes of its members are not disclosed |
| Conditions Precedent to Execution | Following completion of this tender offer, an extraordinary shareholders meeting is scheduled to be held to consider proposals for a share consolidation and amendments to the Articles of Incorporation. The tender offeror and the non-tendering shareholder are scheduled to vote in favor of these proposals |
| Management structure after acquisition | Following completion of this tender offer, the Company is scheduled to be taken private through the share consolidation and related measures, followed by the acquisition of treasury shares and the reinvestment. The treatment of the Company's representatives and employees is not disclosed |
Items this document does not state (21)
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 institution
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 offeror stated that it increased the price after comprehensively considering the market price of the Company's shares, the tendering status of shareholders and holders of stock acquisition rights, and the outlook for future tenders, in order to provide shareholders with a more favorable opportunity to sell their shares and increase the likelihood of completion of the tender offer.
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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.