Komori
Occurring Fact5484Tohoku Steel Co.,Ltd.Iron & Steel, Nonferrous Metals

Notice Regarding the Results of the Tender Offer for Shares in the Company by Daido Steel Co.,Ltd., an Other Affiliated Company, and Changes in the Parent Company and Other Affiliated Company

The tender offer by Daido Steel Co.,Ltd. for the shares of Tohoku Steel Co.,Ltd. was successfully completed, and Daido Steel Co.,Ltd.'s voting rights ownership ratio is expected to increase from 34.32% to 57.93%. As a result, Daido Steel Co.,Ltd. will become the parent company of Tohoku Steel Co.,Ltd.

Worth reading
37Immaterial
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
7873
¥ million (acquisition price)
Wording
Avoiding a definitive answer
How definitive the wording is.

Results of the Tender Offer for Our Shares by Daido Steel Co.,Ltd., an Other Affiliated Company, and Changes in the Parent Company and Other Affiliated Company

Subject Entity

Tohoku Steel Co.,Ltd.; Daido Steel Co.,Ltd.

Target Locations / Products

Common shares of Tohoku Steel Co.,Ltd.

Occurrence29 June 2026 (tender offer closing date)
1 day later
Awareness or receipt of notice30 June 2026 (date on which the offeror reported the results of the tender offer)
This disclosure06/30/2026
Cause

As 1,753,204 shares were tendered in the tender offer and all of them will be acquired

Amount of Impact on Business Performance

¥7,873 million (acquisition price; excluding advisory fees and other expenses)

Impact on Earnings Forecast

The impact on the offeror's earnings forecast for the current fiscal year is currently under review. If any matter requiring disclosure arises, it will be disclosed promptly.

Change in voting rights ownership ratio

Shareholders Covered34.32%→57.93%(+23.61pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

25,495 voting rights (34.32%). Calculated based on the number of issued shares and treasury shares as of 31 March 2026

Voting rights ownership percentage after the change

43,027 voting rights (57.93%). Calculated based on the number of issued shares and treasury shares as of 31 March 2026

Related procedures

Type

Tender offer and procedures for changes in shareholders and the parent company

Court or authority

Tokyo Stock Exchange, Inc.

Outlook

The offeror plans to carry out a series of procedures to make the offeror and the remaining shareholders the Company's only shareholders. As a result, the Company's shares are expected to be delisted in accordance with the Tokyo Stock Exchange's delisting criteria. The specific procedures, implementation dates and other details will be determined in consultation with the offeror and disclosed promptly once decided.

Planned follow-up disclosure

Details of the future procedures and implementation schedule will be announced promptly once determined.

Event that occurred
ItemDetails
Event nameResults of the Tender Offer for Our Shares by Daido Steel Co.,Ltd., an Other Affiliated Company, and Changes in the Parent Company and Other Affiliated Company
Date of occurrence29 June 2026 (tender offer closing date)
Date recognized / date notice received30 June 2026 (date on which the offeror reported the results of the tender offer)
Subject EntityTohoku Steel Co.,Ltd.; Daido Steel Co.,Ltd.
Target Locations / ProductsCommon shares of Tohoku Steel Co.,Ltd.
CauseAs 1,753,204 shares were tendered in the tender offer and all of them will be acquired
Amount of Impact on Business Performance¥7,873 million (acquisition price; excluding advisory fees and other expenses)
Impact on Earnings ForecastThe impact on the offeror's earnings forecast for the current fiscal year is currently under review. If any matter requiring disclosure arises, it will be disclosed promptly.
Type of litigation or proceedingTender offer and procedures for changes in shareholders and the parent company
Court or authorityTokyo Stock Exchange, Inc.
Voting rights ownership percentage before the change25,495 voting rights (34.32%). Calculated based on the number of issued shares and treasury shares as of 31 March 2026
Voting rights ownership percentage after the change43,027 voting rights (57.93%). Calculated based on the number of issued shares and treasury shares as of 31 March 2026
OutlookThe offeror plans to carry out a series of procedures to make the offeror and the remaining shareholders the Company's only shareholders. As a result, the Company's shares are expected to be delisted in accordance with the Tokyo Stock Exchange's delisting criteria. The specific procedures, implementation dates and other details will be determined in consultation with the offeror and disclosed promptly once decided.
Planned follow-up disclosureDetails of the future procedures and implementation schedule will be announced promptly once determined.
Items this document does not state (11)
Accounting period in which recognizedPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liability

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.

As 1,753,204 shares were tendered in the tender offer and all of them will be acquired, Daido Steel Co.,Ltd.'s voting rights ownership ratio will exceed 50%.

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.
Notice Regarding the Results of the Tender Offer for Shares in the Company by Daido Steel Co.,Ltd., an Other Affiliated Company, and Changes in the Parent Company and Other Affiliated Company | Tohoku Steel Co.,Ltd. (5484) timely disclosure | Komori