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M&A and Subsidiary Changes4800Oricon Inc.Information and Communications, Services and Others

Notice regarding the commencement of Media Co., Ltd.'s tender offer for Oricon Inc. (Securities Code: 4800)

メディア株式会社 has decided to launch a tender offer for the common shares of Oricon Inc. at ¥1,332 per share. Following completion, it plans to take Oricon Inc. private through measures including a share consolidation and make it a wholly owned subsidiary of メディア株式会社.

Worth reading
46Recurring
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
1332
¥ per share
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

This tender offer
Counterpartyメディア株式会社
Disclosing companyOricon Inc.
Oricon Inc.Subject of this transactionNumber of shares acquired Number of shares to be purchased: 8,211,375 shares; number of voting rights: Not disclosed
TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Acquisition priceTotal: Not disclosed (¥1,332 per common share)
Type of ConsiderationCash (¥1,332 per common share)
Tender offer price¥1,332 per common share
Minimum number of shares to be purchased3,903,300 shares
Tender offer period29 May 2026 (Friday) to 9 July 2026 (Thursday) (30 business days)
Procedures and assumptions
Conditions Precedent to ExecutionA minimum tender condition of 3,903,300 shares has been set for completion of this tender offer. Approval at an extraordinary general meeting of shareholders of the target company is required for the share consolidation following completion.
Management structure after acquisitionThe policy is to take Oricon Inc. private and make it a wholly owned subsidiary of メディア株式会社. Koike Hisashi (小池 恒) is expected to continue managing the target company after the transaction. Changes to the corporate name and representative, and the treatment of employees, are Not disclosed.
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameメディア株式会社
Name of the Subject CompanyOricon Inc.
Acquisition priceTotal: Not disclosed (¥1,332 per common share)
Type of ConsiderationCash (¥1,332 per common share)
Tender offer price¥1,332 per common share
Minimum number of shares to be purchased3,903,300 shares
Tender offer period29 May 2026 (Friday) to 9 July 2026 (Thursday) (30 business days)
Number of shares acquiredNumber of shares to be purchased: 8,211,375 shares; number of voting rights: Not disclosed
Date of board resolution28 May 2026
Execution Date / Effective DateSettlement start date for this tender offer: 16 July 2026 (Thursday). Effective date of the share consolidation: Not disclosed (an extraordinary general meeting of shareholders is scheduled for around August 2026)
Conditions Precedent to ExecutionA minimum tender condition of 3,903,300 shares has been set for completion of this tender offer. Approval at an extraordinary general meeting of shareholders of the target company is required for the share consolidation following completion.
Management structure after acquisitionThe policy is to take Oricon Inc. private and make it a wholly owned subsidiary of メディア株式会社. Koike Hisashi (小池 恒) is expected to continue managing the target company after the transaction. Changes to the corporate name and representative, and the treatment of employees, are Not disclosed.
Items this document does not state (19)
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 ratioVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial Committee

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.

メディア株式会社 explained that its primary purpose is to acquire and own shares of Oricon Inc. through the tender offer, which will be conducted as part of the transaction to take Oricon Inc. private and make it a wholly owned subsidiary of メディア株式会社.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice regarding the commencement of Media Co., Ltd.'s tender offer for Oricon Inc. (Securities Code: 4800) | Oricon Inc. (4800) timely disclosure | Komori