Worth reading
87Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
406580
Reverse stock split of shares into 1 shareWording
Conditional
How definitive the wording is.Decision and Details
Board of directors meeting held on 27 August 2026 (subject to approval at an extraordinary general meeting of shareholders)Share consolidation (the share consolidation)
Decision27 August 2026
Period CoveredFrom the effective date onward (the end of the period is not disclosed)
Implementation30 September 2026 (scheduled effective date)
Going forwardAn extraordinary general meeting of shareholders is scheduled for 24 September 2026; 76,955 treasury shares are scheduled to be cancelled on 29 September 2026; the share consolidation is scheduled to take effect on 30 September 2026; an application for court approval to sell the shares corresponding to the fractional shares is scheduled to be filed in mid-October 2026, the shares are scheduled to be sold to ナイス株式会社 in late October, and the sale proceeds are scheduled to be distributed to shareholders in late December.
AmountThe proceeds from the sale of fractional shares are expected to be equivalent to the number of shares held by each shareholder multiplied by ¥601 per share.
Quantity / scaleConsolidation of 406,580 shares into 1 share; total number of authorized shares on the effective date: 8; 76,955 treasury shares scheduled to be cancelled as of 29 September 2026; total number of issued shares after the cancellation and share consolidation: 2
Reason
To make ナイス株式会社 the sole shareholder and take the Company private and make it a wholly owned subsidiary. This is because all shares could not be acquired through the tender offer.
| Item | Details |
|---|---|
| Matter Covered | Share consolidation (the share consolidation) |
| Decision-Making Body | Board of directors meeting held on 27 August 2026 (subject to approval at an extraordinary general meeting of shareholders) |
| Decision Date | 27 August 2026 |
| Implementation Date | 30 September 2026 (scheduled effective date) |
| Period Covered | From the effective date onward (the end of the period is not disclosed) |
| Amount | The proceeds from the sale of fractional shares are expected to be equivalent to the number of shares held by each shareholder multiplied by ¥601 per share. |
| Quantity / scale | Consolidation of 406,580 shares into 1 share; total number of authorized shares on the effective date: 8; 76,955 treasury shares scheduled to be cancelled as of 29 September 2026; total number of issued shares after the cancellation and share consolidation: 2 |
| Reason | To make ナイス株式会社 the sole shareholder and take the Company private and make it a wholly owned subsidiary. This is because all shares could not be acquired through the tender offer. |
| Governing Rule | Article 182-2, paragraph 1 of the Companies Act; Article 33-9 of the Ordinance for Enforcement of the Companies Act; Article 180, paragraph 2, Article 235 and Article 234, paragraph 2 of the Companies Act |
| Related previous disclosures | 1 June 2026: “Notice Concerning the Issuance of an Opinion in Favor of and Recommendation to Tender in the Tender Offer for the Company’s Shares by ナイス株式会社”; 4 August 2026: “Notice Concerning the Results of the Tender Offer for the Company’s Shares by ナイス株式会社 and Changes in Parent Company and Major Shareholder, the Largest Shareholder”; 23 April 2026: “Notice Concerning the Decision to Delist the Company’s Shares and Designation as Securities Under Supervision” |
| Future plans | An extraordinary general meeting of shareholders is scheduled for 24 September 2026; 76,955 treasury shares are scheduled to be cancelled on 29 September 2026; the share consolidation is scheduled to take effect on 30 September 2026; an application for court approval to sell the shares corresponding to the fractional shares is scheduled to be filed in mid-October 2026, the shares are scheduled to be sold to ナイス株式会社 in late October, and the sale proceeds are scheduled to be distributed to shareholders in late December. |
Items this document does not state (1)
Impact on Business Performance
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.To fractionalize the shares that ナイス株式会社 was unable to acquire after the tender offer and make ナイス株式会社 the sole shareholder, thereby making 山大 a wholly owned subsidiary and taking it private.
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