Worth reading
40Recurring
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
2461840
Shares (decrease in the number of shares scheduled to be purchased)Wording
Conditional
How definitive the wording is.This transaction
This tender offerCounterpartyMP-2605株式会社
Disclosing companySolasto Corporation
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Location Japan
Consideration and expenses
Type of ConsiderationThe consideration for the tender offer is not disclosed. The consideration for this triangular share exchange will be Class A shares of the offeror's grandparent company.
Merger ratio/share exchange ratioNo numerical figures are provided; the ratio is not disclosed.
Minimum number of shares to be purchased26,115,700 shares (ownership ratio: 28.84%)
Tender offer periodThe start date is 25 March 2026. The end date is not disclosed.
Procedures and assumptions
Conditions Precedent to ExecutionCompletion of the squeeze-out procedure and the purchase of treasury shares, and exemption of the target company from the obligation to file securities reports.
Management structure after acquisitionFollowing the transaction, Mr. 野田 is expected to increase his number of shares held in the offeror's grandparent company through a reinvestment. The target company's employee shareholding association is expected to become a joint shareholder of the offeror's grandparent company through this triangular share exchange.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | MP-2605株式会社 |
| Name of the Subject Company | Solasto Corporation |
| Location of the Subject Company | Japan |
| Type of Consideration | The consideration for the tender offer is not disclosed. The consideration for this triangular share exchange will be Class A shares of the offeror's grandparent company. |
| Merger ratio/share exchange ratio | No numerical figures are provided; the ratio is not disclosed. |
| Minimum number of shares to be purchased | 26,115,700 shares (ownership ratio: 28.84%) |
| Tender offer period | The start date is 25 March 2026. The end date is not disclosed. |
| Number of shares acquired | Number of shares scheduled to be purchased: 56,424,284 shares. The number of shares actually acquired and the number of voting rights are not disclosed. |
| Voting rights ownership percentage | Before Employee shareholding association: 2.63%; 大東建託: 35.07%; minimum number of shares scheduled to be purchased: 31.46% → after Employee shareholding association: 2.56%; 大東建託: 35.12%; minimum number of shares scheduled to be purchased: 28.84% |
| Date of board resolution | 9 April 2026 |
| Contract Date | 24 March 2026 |
| Execution Date / Effective Date | As of 9 April 2026, the specific schedule for this triangular share exchange has not been determined. |
| Conditions Precedent to Execution | Completion of the squeeze-out procedure and the purchase of treasury shares, and exemption of the target company from the obligation to file securities reports. |
| Management structure after acquisition | Following the transaction, Mr. 野田 is expected to increase his number of shares held in the offeror's grandparent company through a reinvestment. The target company's employee shareholding association is expected to become a joint shareholder of the offeror's grandparent company through this triangular share exchange. |
Items this document does not state (17)
Business Description 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 priceTender offer priceFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceValuation 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.On 8 April 2026, the target company's employee shareholding association agreed to an arrangement under which it would continue to hold either the target company's shares or shares of MP-2603株式会社, the grandparent company of the offeror.
How to read this page
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