Results of the Tender Offer for Our Shares by Nice Corporation and Changes in Parent Company and Major Shareholder Who Is the Largest Shareholder
Yamadai Corporation, Nice Corporation, 有限会社エステートヤマダイン, and 株式会社山友殖林
Common shares of Yamadai Corporation
The tender offer was successful because tenders were received for 365,834 shares, exceeding the minimum planned purchase of 261,700 shares. The parallel purchase transaction conditional on the successful completion of the tender offer will be executed.
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.
Nice Corporation: No applicable voting rights or voting rights ownership ratio. 有限会社エステートヤマダイン: 2,972 voting rights, 26.76% (as of 31 March 2026)
Nice Corporation: 7,038 voting rights, 63.36%. 有限会社エステートヤマダイン: Not applicable. Both are scheduled to take effect on 10 August 2026.
Related procedures
Shareholder changes through the tender offer and the parallel purchase transaction
Tokyo Stock Exchange (delisting decision and designation as a security under supervision, effective 1 October 2026)
Nice Corporation plans to implement procedures aimed at acquiring all of our shares, excluding treasury shares held by us. If these procedures are implemented, Yamadai Corporation's shares are expected to be delisted following the prescribed procedures. Regarding the procedures going forward, Yamadai Corporation plans to make a prompt announcement once Nice Corporation has discussed them with Yamadai Corporation and made a decision.
Yamadai Corporation plans to make a prompt announcement regarding the procedures going forward once they have been decided.
| Item | Details |
|---|---|
| Event name | Results of the Tender Offer for Our Shares by Nice Corporation and Changes in Parent Company and Major Shareholder Who Is the Largest Shareholder |
| Date of occurrence | 3 August 2026 (the closing date of the tender offer). The scheduled date of the changes in parent company and major shareholder who is the largest shareholder is 10 August 2026. |
| Date recognized / date notice received | 4 August 2026 (the date on which Yamadai Corporation received a report on the tender offer results from Nice Corporation) |
| Subject Entity | Yamadai Corporation, Nice Corporation, 有限会社エステートヤマダイン, and 株式会社山友殖林 |
| Target Locations / Products | Common shares of Yamadai Corporation |
| Cause | The tender offer was successful because tenders were received for 365,834 shares, exceeding the minimum planned purchase of 261,700 shares. The parallel purchase transaction conditional on the successful completion of the tender offer will be executed. |
| Type of litigation or proceeding | Shareholder changes through the tender offer and the parallel purchase transaction |
| Court or authority | Tokyo Stock Exchange (delisting decision and designation as a security under supervision, effective 1 October 2026) |
| Date of filing / date of action | 22 April 2026 (the date of the delisting decision by the Tokyo Stock Exchange) |
| Voting rights ownership percentage before the change | Nice Corporation: No applicable voting rights or voting rights ownership ratio. 有限会社エステートヤマダイン: 2,972 voting rights, 26.76% (as of 31 March 2026) |
| Voting rights ownership percentage after the change | Nice Corporation: 7,038 voting rights, 63.36%. 有限会社エステートヤマダイン: Not applicable. Both are scheduled to take effect on 10 August 2026. |
| Outlook | Nice Corporation plans to implement procedures aimed at acquiring all of our shares, excluding treasury shares held by us. If these procedures are implemented, Yamadai Corporation's shares are expected to be delisted following the prescribed procedures. Regarding the procedures going forward, Yamadai Corporation plans to make a prompt announcement once Nice Corporation has discussed them with Yamadai Corporation and made a decision. |
| Planned follow-up disclosure | Yamadai Corporation plans to make a prompt announcement regarding the procedures going forward once they have been decided. |
Items this document does not state (12)
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 tenders were received for 365,834 shares, exceeding the minimum planned purchase of 261,700 shares, and Nice Corporation will acquire all of the tendered shares. In addition, under the share transfer agreement conditional on the successful completion of the tender offer, 有限会社エステートヤマダイン and 株式会社山友殖林 will transfer their shares to Nice Corporation.