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Nitto Kogyo (6651) · InitiativeCited as achieved

Tender offer aimed at making Kitagawa Industries a wholly owned subsidiary

First written in FY2019-Q2. 2 of 5 entries say "Achieved", first in FY2019. Latest entry: FY2020-Q2.

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ProgressHeldSoftenedWorseFirst statedFY2019-Q2AchievedFY2019-Q3 – FY2020-Q12018: 120182019: 42019
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  1. FY2020-Q2Cited as achievedAnnual report

    「This was due mainly to a ¥10,582 million cash outflow for making 北川工業株式会社 a wholly owned subsidiary, as well as a net decrease of ¥6,656 million in short-term borrowings and dividend payments of ¥810 million.」

    As a past transaction completed to make 北川工業 a wholly owned subsidiary, the Company reported cash movements including a ¥10,582 million outlay related to the additional acquisition.
  2. FY2020-Q1AchievedAnnual report

    「In addition, with respect to fractional shares resulting from the share consolidation conducted with 27 March 2019 as its effective date, the Company acquired the fractional shares with court approval pursuant to the provisions of Article 235, paragraph 2, of the Companies Act, which applies mutatis mutandis Article 234, paragraph 2. As a result, the target company became a wholly owned subsidiary of the Company.」

    The business combination accounting for the current quarter confirmed that 北川工業 became a wholly owned subsidiary following the acquisition of fractional shares in connection with the share consolidation.
  3. FY2019AchievedAnnual report

    「In addition, with respect to fractional shares resulting from the share consolidation conducted with 27 March 2019 as its effective date, the Company acquired the fractional shares with court approval pursuant to Article 235, paragraph 2, of the Companies Act, which applies mutatis mutandis Article 234, paragraph 2. As a result, the target company became a wholly owned subsidiary of the Company.」

    The subsequent event disclosure stated that 北川工業 became a wholly owned subsidiary through the acquisition of shares and other transactions in May 2019.
  4. FY2019-Q3AdvancedAnnual report

    「As a result of the tender offer, the company acquired a majority of the voting rights of the target company as of 8 January 2019, the start date of settlement for the tender offer, making the target company a consolidated subsidiary.」

    The tender offer for 北川工業 ended on 26 December 2018, and the Company acquired 50.56% of the voting rights effective 8 January 2019, making it a consolidated subsidiary. Compared with the initial plan to make it a wholly owned subsidiary, the transaction had progressed to the stage of acquiring a majority interest.
  5. FY2019-Q2First statedAnnual report

    「At a meeting of the Board of Directors held on 5 November 2018, the Company resolved to acquire common shares of 北川工業株式会社 through a tender offer under the Financial Instruments and Exchange Act. The Company resolved to conduct the tender offer to acquire all shares of the target company, excluding treasury shares held by the target company, with the aim of ultimately making the target company a wholly owned subsidiary through a series of procedures to be carried out after the tender offer. The tender offer period was from 6 November 2018 (Tuesday) to 26 December 2018 (Wednesday), or 35 business days. The purchase price was ¥3,943 per share, the planned purchase amount was 4,754,376 shares, and the purchase consideration was ¥18,746 million.」

    At the Board of Directors meeting held on 5 November 2018, the Company resolved to launch a tender offer for shares of 北川工業, and presented a plan to make it a wholly owned subsidiary through the tender offer, a share consolidation, and the acquisition of shares excluded from the tender offer. The purpose of combining the two companies’ technical capabilities, distribution networks, and customer bases, and expanding their business and technology areas and overseas sales, was also stated.
Moved together

"Taking on New Business Models and New Market Opportunities" moved the same way as this thread, in the same document, in 3 of its 5 moves.

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  1. ★This thread
  2. 1Taking on New Business Models and New Market Opportunities3×
  3. 2Building a Corporate Group of Switchboard Professionals and a Field Services Business2×
  4. 3Pursuing Core Business Competitiveness by Strengthening Technical and Product Proposal Capabilities2×

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Tender offer aimed at making Kitagawa Industries a wholly owned subsidiary | NITTO KOGYO CORPORATION (6651) | Komori