Worth reading
46Recurring
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
4516944
Shares (planned purchase quantity)Wording
Conditional
How definitive the wording is.This transaction
This tender offerCounterparty株式会社 EDIAND
Disclosing companyNISSIN SHOJI CO.,LTD.
TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash
Tender offer price¥2,210 per common share
Minimum number of shares to be purchased2,291,500 shares
Tender offer periodFrom 12 May 2026 to 22 June 2026 (30 business days)
Procedures and assumptions
Management structure after acquisitionTsutsui Hiroaki (筒井博昭) is expected to continue managing the target company as Representative Director and President after the transaction. No agreement has been reached with the target company's other officers regarding their appointment after the transaction, and the detailed management structure, including the composition of the officers, is expected to be determined in consultation with the target company after the transaction.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | 株式会社 EDIAND |
| Name of the Subject Company | NISSIN SHOJI CO.,LTD. |
| Type of Consideration | Cash |
| Tender offer price | ¥2,210 per common share |
| Minimum number of shares to be purchased | 2,291,500 shares |
| Tender offer period | From 12 May 2026 to 22 June 2026 (30 business days) |
| Number of shares acquired | Number of shares to be purchased: 4,516,944 shares; number of voting rights: Not disclosed |
| Voting rights ownership percentage | Before 0% (the offeror) (after not disclosed) |
| Date of board resolution | 11 May 2026 (the date decided by the tender offeror) |
| Execution Date / Effective Date | 29 June 2026 (settlement commencement date) |
| Management structure after acquisition | Tsutsui Hiroaki (筒井博昭) is expected to continue managing the target company as Representative Director and President after the transaction. No agreement has been reached with the target company's other officers regarding their appointment after the transaction, and the detailed management structure, including the composition of the officers, is expected to be determined in consultation with the target company after the transaction. |
Items this document does not state (20)
Business Description of the Subject CompanyLocation 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 priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution
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 purpose is to acquire and hold the target company's shares and take those shares private. The company explained that the transaction constitutes an MBO and that Tsutsui Hiroaki (筒井博昭) is expected to continue serving as Representative Director and President after the transaction.
How to read this page
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.