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M&A and Subsidiary Changes5644METALART CORPORATIONIron and nonferrous metals

Notice Regarding the Results of the Tender Offer for Shares of the Company by Gerbera holdings Co., Ltd.

The tender offer for the Company's shares by Gerbera holdings Co., Ltd. was unsuccessful because the number of shares tendered did not reach the minimum threshold, and no shares were acquired.

Worth reading
73In focus
Scored from 3 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
721295
Shares (number of shares tendered; number of shares purchased: 0)
Wording
Definitive
How definitive the wording is.

This transaction

This tender offer
CounterpartyGerbera holdings株式会社
Disclosing companyMETALART CORPORATION
METALART CORPORATIONVoting rights ownership percentageNumber of shares acquired 0 shares (number of shares purchased: —); number of voting rights: Not disclosed

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

Date of board resolution14 May 2026
Execution Date / Effective DateNot applicable (tender offer was unsuccessful)
Consideration and expenses
Type of ConsiderationCash (tender offer price of ¥7,713 per common share)
Tender offer price¥7,713 per common share
Minimum number of shares to be purchased849,600 shares
Tender offer periodFrom 15 May 2026 through 28 July 2026 (52 business days)
Procedures and assumptions
Conditions Precedent to ExecutionThe total number of share certificates and other instruments tendered must be at least the minimum number of shares to be purchased, 849,600 shares. If the number is below the minimum, none of the tendered share certificates and other instruments will be purchased.
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameGerbera holdings株式会社
Name of the Subject CompanyMETALART CORPORATION
Type of ConsiderationCash (tender offer price of ¥7,713 per common share)
Tender offer price¥7,713 per common share
Minimum number of shares to be purchased849,600 shares
Tender offer periodFrom 15 May 2026 through 28 July 2026 (52 business days)
Number of shares acquired0 shares (number of shares purchased: —); number of voting rights: Not disclosed
Voting rights ownership percentageBefore Tender offeror: —%; specially related parties: 36.23% → after Tender offeror: —%; specially related parties: 36.23%
Date of board resolution14 May 2026
Execution Date / Effective DateNot applicable (tender offer was unsuccessful)
Conditions Precedent to ExecutionThe total number of share certificates and other instruments tendered must be at least the minimum number of shares to be purchased, 849,600 shares. If the number is below the minimum, none of the tendered share certificates and other instruments will be purchased.
Items this document does not state (20)
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 CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition

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 total number of share certificates and other instruments tendered did not reach the minimum number of shares to be purchased, 849,600 shares.

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 of the Company by Gerbera holdings Co., Ltd. | METALART CORPORATION (5644) timely disclosure | Komori