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Statutory disclosure document2540YOMEISHU SEIZO CO.,LTD.Food

Statutory Advance Disclosure Documents (Share Consolidation) (YOMEISHU SEIZO CO.,LTD.)

The company disclosed a plan to consolidate 2,306,800 of its shares into 1 share on 22 June 2026 as the second-stage procedure following the tender offer, cashing out the fractional shares held by shareholders other than 湯沢株式会社 and 株式会社レノ. Subject to approval at an extraordinary general meeting of shareholders, the company will ultimately be taken private.

Worth reading
83Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
2306800
Reverse stock split of shares into 1 share
Wording
Conditional
How definitive the wording is.

Decision and Details

The company's board of directors meeting held on 27 April 2026 (resolution to submit the matter to an extraordinary general meeting of shareholders)

Advance disclosure matters concerning the share consolidation

Decision27 April 2026
Period CoveredOn and after 22 June 2026 (effectiveness of the share consolidation)
Implementation22 June 2026 (effective date, scheduled)
Going forwardAn extraordinary general meeting of shareholders is scheduled for 1 June 2026. The company is scheduled to be delisted on 18 June 2026 and to cancel its treasury shares on 19 June 2026. Around early July 2026, the company plans to apply to the court for permission to sell the fractional shares, sell them to 株式会社レノ from around late July onward, and distribute the sale proceeds to shareholders from around mid-September 2026 onward.
AmountThe amount equivalent to the number of shares held as of 19 June 2026 multiplied by ¥4,050 per share, equal to the tender offer price, following the treatment of fractional shares (scheduled)
Quantity / scaleConsolidation of 2,306,800 shares into 1 share; total number of authorized shares of 20 as of the effective date; 2,576,618 treasury shares scheduled to be cancelled on 19 June 2026
Reason

As the second-stage acquisition procedure following the tender offer, to make 湯沢 and the tender offeror the company's only shareholders and take the company's shares private.

Impact on Business Performance

The disclosure states that taking the company private would make it possible to reduce fixed costs, including audit fees, expenses for operating general meetings of shareholders, and administrative outsourcing fees paid to the shareholder registry administrator. The amount of any other impact on financial results is not disclosed.

Decision and Details
ItemDetails
Matter CoveredAdvance disclosure matters concerning the share consolidation
Decision-Making BodyThe company's board of directors meeting held on 27 April 2026 (resolution to submit the matter to an extraordinary general meeting of shareholders)
Decision Date27 April 2026
Implementation Date22 June 2026 (effective date, scheduled)
Period CoveredOn and after 22 June 2026 (effectiveness of the share consolidation)
AmountThe amount equivalent to the number of shares held as of 19 June 2026 multiplied by ¥4,050 per share, equal to the tender offer price, following the treatment of fractional shares (scheduled)
Quantity / scaleConsolidation of 2,306,800 shares into 1 share; total number of authorized shares of 20 as of the effective date; 2,576,618 treasury shares scheduled to be cancelled on 19 June 2026
Impact on Business PerformanceThe disclosure states that taking the company private would make it possible to reduce fixed costs, including audit fees, expenses for operating general meetings of shareholders, and administrative outsourcing fees paid to the shareholder registry administrator. The amount of any other impact on financial results is not disclosed.
ReasonAs the second-stage acquisition procedure following the tender offer, to make 湯沢 and the tender offeror the company's only shareholders and take the company's shares private.
Governing RuleArticle 182-2, paragraph 1 of the Companies Act; Article 33-9 of the Ordinance for Enforcement of the Companies Act; Article 180, paragraph 2; Article 235, paragraphs 1 and 2; and Article 234, paragraph 2 of the Companies Act
Related previous disclosures"Notice Regarding the Expression of an Opinion in Favor of and a Neutral Position on Tendering in the Tender Offer for the Company's Shares by 株式会社レノ," dated 25 February 2026; "Notice Regarding the Results of the Tender Offer for the Company's Shares by 株式会社レノ and Changes in the Parent Company, the Largest Major Shareholder among Major Shareholders, and Major Shareholders," dated 9 April 2026; "Summary of Consolidated Financial Results for the Nine Months Ended March 2026 under Japanese GAAP (Non-Consolidated)," dated 29 January 2026
Future plansAn extraordinary general meeting of shareholders is scheduled for 1 June 2026. The company is scheduled to be delisted on 18 June 2026 and to cancel its treasury shares on 19 June 2026. Around early July 2026, the company plans to apply to the court for permission to sell the fractional shares, sell them to 株式会社レノ from around late July onward, and distribute the sale proceeds to shareholders from around mid-September 2026 onward.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

As part of the transaction, to make 湯沢株式会社 and 株式会社レノ the company's only shareholders and take the company's shares private.

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.
Statutory Advance Disclosure Documents (Share Consolidation) (YOMEISHU SEIZO CO.,LTD.) | YOMEISHU SEIZO CO.,LTD. (2540) timely disclosure | Komori