This transaction
This tender offer| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | 株式会社Amsterdam1, 株式会社Amsterdam2 |
| Name of the Subject Company | Japan Property Management Center Co.,Ltd. |
| Type of Consideration | Cash (¥2,270 per share of the Company's common stock) |
| Tender offer price | ¥2,270 per share of the Company's common stock |
| Minimum number of shares to be purchased | 5,049,300 shares (30.23% ownership interest) |
| Tender offer period | 4 August 2026 to 5 October 2026 (41 business days) |
| Number of shares acquired | Planned number of shares to be purchased: 10,644,725 shares (63.72% ownership interest); number of voting rights: Not disclosed |
| Voting rights ownership percentage | Before 73.65 → after 63.72 |
| Funding arrangements | The funds for the acquisition of treasury shares are expected to be provided through a private placement of class shares, with the tender offerors acting as underwriters. |
| Date of board resolution | 14 September 2026 (resolution approving the amendment to the tender offer terms) |
| Contract Date | 14 September 2026 (agreement not to tender shares with the Hikari Tsushin Group) |
| Execution Date / Effective Date | The tender offer period ends on 5 October 2026. The share consolidation, acquisition of treasury shares and other measures are scheduled for early January 2027, and the reinvestment is scheduled for early February 2027. |
| Valuation methodology | Market price method, comparable company analysis and DCF method |
| Independent valuation institution | EY, Plutus |
| Special Committee | Established. Number and attributes of members: Not disclosed |
| Conditions Precedent to Execution | Applications to tender must be received for at least the minimum number of shares to be purchased in the tender offer. Following completion of the tender offer, a special resolution at an extraordinary general meeting of shareholders and other approvals will be required for the share consolidation. |
| Management structure after acquisition | Muto (武藤) is expected to continue managing the Company as its representative director after the transaction. Following the reinvestment, Muto (武藤) is expected to hold 5% of the voting rights of each of the parent companies of the tender offerors. The change of corporate name and treatment of employees: Not disclosed |
Items this document does not state (14)
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 Hikari Tsushin Group will not tender its shares in the tender offer and has entered into an agreement under which some of those shares will be distributed in kind to HTIO, after which HTIO will participate in the Company's acquisition of treasury shares. The purpose is to increase the tender offer price, thereby allocating more of the consideration to general shareholders, and to enhance the feasibility of the transaction.