Results of the Tender Offer for the Company's Shares and Other Securities by OMRON Healthcare Co., Ltd., and Changes in the Parent Company, Major Shareholder that is the Largest Shareholder, and Major Shareholders
Matsuya R&D Co.,Ltd, OMRON Healthcare Co., Ltd., OMRON Corporation, Goto Tomohiro (後藤倫啓), and Goto Masahiro (後藤匡啓)
The Company's common shares and First Series Stock Acquisition Rights
Because the total number of the Company's shares and other securities tendered was equal to or greater than the minimum number of shares to be purchased
Change in voting rights ownership ratio
The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.
OMRON Healthcare Co., Ltd.: 31,652 voting rights (14.64%, 3,165,200 shares). Goto Tomohiro (後藤倫啓) and Goto Masahiro (後藤匡啓): 36,000 voting rights each (16.65%, 3,600,000 shares each). The reference number of shares is as of 31 March 2026.
OMRON Healthcare Co., Ltd.: 207,326 voting rights (95.88%, 20,732,655 shares). OMRON Corporation: 207,326 voting rights included in the consolidated ownership calculation (95.88%, 20,732,655 shares). Goto Tomohiro (後藤倫啓) and Goto Masahiro (後藤匡啓): no longer qualify as major shareholders. The scheduled date of the change is 19 June 2026.
Related procedures
Tender offer and changes in the parent company and major shareholders
Tokyo Stock Exchange and the authorities involved in tender offers under the Financial Instruments and Exchange Act
The tender offeror plans to carry out procedures to acquire all of the target company's shares and these Stock Acquisition Rights. If this occurs, the shares of Matsuya R&D Co.,Ltd are expected to be delisted following the prescribed procedures. The specific procedures and implementation timing will be announced promptly once determined.
The specific procedures going forward and their implementation timing will be announced promptly once determined.
| Item | Details |
|---|---|
| Event name | Results of the Tender Offer for the Company's Shares and Other Securities by OMRON Healthcare Co., Ltd., and Changes in the Parent Company, Major Shareholder that is the Largest Shareholder, and Major Shareholders |
| Date of occurrence | 15 June 2026 (date the tender offer was completed and closed) |
| Date recognized / date notice received | 16 June 2026 (date the tender offeror's report of the results was received) |
| Subject Entity | Matsuya R&D Co.,Ltd, OMRON Healthcare Co., Ltd., OMRON Corporation, Goto Tomohiro (後藤倫啓), and Goto Masahiro (後藤匡啓) |
| Target Locations / Products | The Company's common shares and First Series Stock Acquisition Rights |
| Cause | Because the total number of the Company's shares and other securities tendered was equal to or greater than the minimum number of shares to be purchased |
| Type of litigation or proceeding | Tender offer and changes in the parent company and major shareholders |
| Court or authority | Tokyo Stock Exchange and the authorities involved in tender offers under the Financial Instruments and Exchange Act |
| Voting rights ownership percentage before the change | OMRON Healthcare Co., Ltd.: 31,652 voting rights (14.64%, 3,165,200 shares). Goto Tomohiro (後藤倫啓) and Goto Masahiro (後藤匡啓): 36,000 voting rights each (16.65%, 3,600,000 shares each). The reference number of shares is as of 31 March 2026. |
| Voting rights ownership percentage after the change | OMRON Healthcare Co., Ltd.: 207,326 voting rights (95.88%, 20,732,655 shares). OMRON Corporation: 207,326 voting rights included in the consolidated ownership calculation (95.88%, 20,732,655 shares). Goto Tomohiro (後藤倫啓) and Goto Masahiro (後藤匡啓): no longer qualify as major shareholders. The scheduled date of the change is 19 June 2026. |
| Outlook | The tender offeror plans to carry out procedures to acquire all of the target company's shares and these Stock Acquisition Rights. If this occurs, the shares of Matsuya R&D Co.,Ltd are expected to be delisted following the prescribed procedures. The specific procedures and implementation timing will be announced promptly once determined. |
| Planned follow-up disclosure | The specific procedures going forward and their implementation timing will be announced promptly once determined. |
Items this document does not state (13)
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.The tender offer was successful because the total number of shares and other securities tendered exceeded the minimum number of shares to be purchased. As a result, the tender offeror's voting rights ownership ratio will exceed 50%.