Worth reading
51Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
3223919
SharesWording
Conditional
How definitive the wording is.This transaction
This tender offerCounterpartyDenka Company Limited and Flowers
Disclosing companyDenka Company Limited
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Execution Date / Effective Date31 March 2026 (settlement commencement date)
Consideration and expenses
Acquisition price¥2,285 per share
Type of ConsiderationCash
Tender offer price¥2,285 per share
Minimum number of shares to be purchased1,990,000 shares
Tender offer periodFrom 9 February 2026 to 25 March 2026 (30 business days)
Procedures and assumptions
Management structure after acquisitionA series of procedures will be carried out to make the tender offeror the sole shareholder of the target company. The specific procedures will be determined in consultation with the target company and announced by the target company once decided.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | Denka Company Limited and Flowers |
| Name of the Subject Company | KAINOS Laboratories,Inc. |
| Acquisition price | ¥2,285 per share |
| Type of Consideration | Cash |
| Tender offer price | ¥2,285 per share |
| Minimum number of shares to be purchased | 1,990,000 shares |
| Tender offer period | From 9 February 2026 to 25 March 2026 (30 business days) |
| Number of shares acquired | 3,223,919 shares, representing 32,239 voting rights |
| Voting rights ownership percentage | Before Tender offeror —%; special related parties 21.39% → after Tender offeror 73.36%; special related parties 21.39% |
| Execution Date / Effective Date | 31 March 2026 (settlement commencement date) |
| Management structure after acquisition | A series of procedures will be carried out to make the tender offeror the sole shareholder of the target company. The specific procedures will be determined in consultation with the target company and announced by the target company once decided. |
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 CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Executionanswers
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.There are no changes to the policy following the tender offer or the outlook from the details announced at the commencement of the tender offer on 6 February 2026. The tender offeror plans to carry out a series of procedures to make the tender offeror the sole shareholder of the target company.
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.