Worth reading
70In focus
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
100
¥100 million (early operating profit target)Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
This tender offerCounterpartyDAITO TRUST CONSTRUCTION CO.,LTD., SBI Holdings, Inc., Asahi Kasei Homes Corporation
Disclosing companyThe Global Ltd.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
The Company operates a diversified real estate business centered on the Tokyo metropolitan area, including the development and sale of condominiums for sale and income-producing properties.
Date of incorporation July 2010
Consideration and expenses
Acquisition price¥1,280 per share (common shares)
Type of ConsiderationCash (¥1,280 per common share)
Tender offer price¥1,280 per common share. The purchase price for stock acquisition rights is not disclosed.
Minimum number of shares to be purchased4,165,600 shares (14.72% ownership interest). If the number of shares tendered is below this minimum, none of the tendered shares or other securities will be purchased. No maximum has been set.
Funding arrangementsThe tender offer consideration and related settlement expenses will be funded with the tender offeror’s own funds. The funds required for the subsequent acquisition of treasury shares are expected to be provided through a loan by the tender offeror or a third-party allotment of shares of a class with no voting rights.
Impact on Business Performance
The tender offeror expects that the Company will be able to achieve operating profit of ¥10 billion at an early stage through measures to enhance corporate value. The accounting impact on results is not disclosed.
Procedures and assumptions
Valuation methodologyMarket price average method, discounted cash flow method, comparable listed company method and market price method
Independent valuation institutionKPMG and SMBC Nikko Securities Inc.
Special CommitteeEstablished and comprising 3 members: Yamagami Yuichiro (山上友一郎), independent outside director, Audit and Supervisory Committee member and certified public accountant; Uemura Naoko (上村直子), independent outside director, Audit and Supervisory Committee member and attorney; and Azuma Nobuyuki (東伸之), outside expert. Azuma Nobuyuki (東伸之) is the chair.
Conditions Precedent to ExecutionCompletion of the Tender Offer, approval of the share consolidation at an extraordinary general meeting of shareholders, and the share consolidation taking effect. The acquisition of treasury shares is also subject to securing the necessary funds and distributable amount.
Management structure after acquisitionThe basic policy is to maintain the Company’s independent business operations. A transition to a management structure that includes the dispatch of officers from the tender offeror’s group is planned, although details have not been determined. Employees are generally expected to retain their current employment and terms and conditions. Any change to the corporate name is not disclosed.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | DAITO TRUST CONSTRUCTION CO.,LTD., SBI Holdings, Inc., Asahi Kasei Homes Corporation |
| Name of the Subject Company | 株式会社THEグローバル社 |
| Business Description of the Subject Company | The Company operates a diversified real estate business centered on the Tokyo metropolitan area, including the development and sale of condominiums for sale and income-producing properties. |
| Date of Establishment of the Subject Company | July 2010 |
| Acquisition price | ¥1,280 per share (common shares) |
| Type of Consideration | Cash (¥1,280 per common share) |
| Tender offer price | ¥1,280 per common share. The purchase price for stock acquisition rights is not disclosed. |
| Minimum number of shares to be purchased | 4,165,600 shares (14.72% ownership interest). If the number of shares tendered is below this minimum, none of the tendered shares or other securities will be purchased. No maximum has been set. |
| Number of shares acquired | The tender offer covers all of the Company’s shares other than the shares subject to the non-tender agreement and treasury shares, and the number acquired will vary depending on the tender results. The number of shares and voting rights has not been determined. |
| Voting rights ownership percentage | Before 0% → after 100% (at least 14.72% after completion of the Tender Offer) |
| Funding arrangements | The tender offer consideration and related settlement expenses will be funded with the tender offeror’s own funds. The funds required for the subsequent acquisition of treasury shares are expected to be provided through a loan by the tender offeror or a third-party allotment of shares of a class with no voting rights. |
| Impact on Business Performance | The tender offeror expects that the Company will be able to achieve operating profit of ¥10 billion at an early stage through measures to enhance corporate value. The accounting impact on results is not disclosed. |
| Date of board resolution | 6 April 2026 |
| Contract Date | 6 April 2026 (the non-tender agreement with SBI Holdings and the tender agreement with Asahi Kasei Homes) |
| Execution Date / Effective Date | Settlement following completion of the Tender Offer is scheduled for late May 2026. The share consolidation and acquisition of treasury shares are scheduled for late July 2026. |
| Valuation methodology | Market price average method, discounted cash flow method, comparable listed company method and market price method |
| Independent valuation institution | KPMG and SMBC Nikko Securities Inc. |
| Special Committee | Established and comprising 3 members: Yamagami Yuichiro (山上友一郎), independent outside director, Audit and Supervisory Committee member and certified public accountant; Uemura Naoko (上村直子), independent outside director, Audit and Supervisory Committee member and attorney; and Azuma Nobuyuki (東伸之), outside expert. Azuma Nobuyuki (東伸之) is the chair. |
| Conditions Precedent to Execution | Completion of the Tender Offer, approval of the share consolidation at an extraordinary general meeting of shareholders, and the share consolidation taking effect. The acquisition of treasury shares is also subject to securing the necessary funds and distributable amount. |
| Management structure after acquisition | The basic policy is to maintain the Company’s independent business operations. A transition to a management structure that includes the dispatch of officers from the tender offeror’s group is planned, although details have not been determined. Employees are generally expected to retain their current employment and terms and conditions. Any change to the corporate name is not disclosed. |
Items this document does not state (11)
Location of the Subject CompanyCapital Stock of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer periodGoodwill amountAmount of extraordinary income (loss)
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 explains that combining its development track record and information network in central Tokyo and the Tokyo metropolitan area with the capital strength, creditworthiness, construction capabilities and procurement functions of the DAITO TRUST CONSTRUCTION group will strengthen its capacity to acquire development sites, cost competitiveness, earnings base and organizational capabilities. It also expects that going private will make it easier to pursue medium- to long-term development investment and transform its business portfolio without being constrained by the need to secure short-term earnings. At the same time, it recognizes the risk of a short-term decline in profitability and deterioration in cash flow.
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