Results of the Tender Offer for the Company’s Shares by SK-03株式会社 and Changes in the Parent Company, Major Shareholder and Largest Shareholder among the Major Shareholders
CE Holdings, SK-03株式会社, SK-02株式会社, SK-01株式会社, HIKARI TSUSHIN,INC. and its joint holders
Common shares of CE Holdings
Because the number of shares tendered reached or exceeded the minimum tender offer threshold, resulting in the successful completion of the tender offer. In addition, a parallel purchase will be carried out under an agreement with Sugimoto Yoshiaki (杉本惠昭).
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
SK-03株式会社: 0 voting rights, 0%. SK-02株式会社 and SK-01株式会社: 0 voting rights, 0%. HIKARI TSUSHIN,INC.: direct ownership of 11,204 voting rights (6.72%), voting rights subject to aggregation of 33,272 (19.95%), total of 44,476 voting rights (26.67%). Based on the number of voting rights and other information as of 30 June 2026.
SK-03株式会社: 90,755 voting rights (54.42%, 9,075,502 shares). SK-02株式会社 and SK-01株式会社: indirect ownership of 90,755 voting rights (54.42%, 9,075,502 shares). HIKARI TSUSHIN,INC.: direct ownership of 11,204 voting rights (6.72%), voting rights subject to aggregation of 33,272 (19.95%), total of 44,476 voting rights (26.67%). Based on the number of voting rights and other information as of 30 June 2026.
Related procedures
Tender offer and shareholder change procedures
Tokyo Stock Exchange, Sapporo Securities Exchange, and procedures under the Financial Instruments and Exchange Act
SK-03株式会社 plans to limit the shareholders of CE Holdings to SK-03株式会社 and HIKARI TSUSHIN INVESTMENT OKINAWA株式会社. As a result, CE Holdings’ shares are expected to be delisted from the Tokyo Stock Exchange and the Sapporo Securities Exchange. Details of the procedures and timing will be disclosed promptly once determined.
| Item | Details |
|---|---|
| Event name | Results of the Tender Offer for the Company’s Shares by SK-03株式会社 and Changes in the Parent Company, Major Shareholder and Largest Shareholder among the Major Shareholders |
| Date of occurrence | 17 September 2026 (the closing date of the tender offer) |
| Date recognized / date notice received | 18 September 2026 (the date on which the tender offeror reported the results) |
| Subject Entity | CE Holdings, SK-03株式会社, SK-02株式会社, SK-01株式会社, HIKARI TSUSHIN,INC. and its joint holders |
| Target Locations / Products | Common shares of CE Holdings |
| Cause | Because the number of shares tendered reached or exceeded the minimum tender offer threshold, resulting in the successful completion of the tender offer. In addition, a parallel purchase will be carried out under an agreement with Sugimoto Yoshiaki (杉本惠昭). |
| Type of litigation or proceeding | Tender offer and shareholder change procedures |
| Court or authority | Tokyo Stock Exchange, Sapporo Securities Exchange, and procedures under the Financial Instruments and Exchange Act |
| Voting rights ownership percentage before the change | SK-03株式会社: 0 voting rights, 0%. SK-02株式会社 and SK-01株式会社: 0 voting rights, 0%. HIKARI TSUSHIN,INC.: direct ownership of 11,204 voting rights (6.72%), voting rights subject to aggregation of 33,272 (19.95%), total of 44,476 voting rights (26.67%). Based on the number of voting rights and other information as of 30 June 2026. |
| Voting rights ownership percentage after the change | SK-03株式会社: 90,755 voting rights (54.42%, 9,075,502 shares). SK-02株式会社 and SK-01株式会社: indirect ownership of 90,755 voting rights (54.42%, 9,075,502 shares). HIKARI TSUSHIN,INC.: direct ownership of 11,204 voting rights (6.72%), voting rights subject to aggregation of 33,272 (19.95%), total of 44,476 voting rights (26.67%). Based on the number of voting rights and other information as of 30 June 2026. |
| Outlook | SK-03株式会社 plans to limit the shareholders of CE Holdings to SK-03株式会社 and HIKARI TSUSHIN INVESTMENT OKINAWA株式会社. As a result, CE Holdings’ shares are expected to be delisted from the Tokyo Stock Exchange and the Sapporo Securities Exchange. Details of the procedures and timing will be disclosed promptly once determined. |
| Planned follow-up disclosure | Details of the procedures and timing will be disclosed promptly once determined. |
Items this document does not state (13)
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.Because the number of shares tendered reached or exceeded the minimum tender offer threshold of 3,768,300 shares, the tender offer was successful. In addition, a parallel purchase will be carried out under which 1,450,800 of the shares owned by Sugimoto Yoshiaki (杉本惠昭) will be transferred to SK-03株式会社.