Worth reading
79Important
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
990000
Reverse stock split of shares into 1 shareWording
Conditional
How definitive the wording is.Decision and Details
Board of Directors (meeting held on 7 August 2026)Prior disclosure document concerning the share consolidation
Decision7 August 2026
Implementation14 October 2026 (Wednesday), scheduled (effective date)
Going forwardThe proposal for the share consolidation is scheduled to be considered at the Extraordinary General Meeting of Shareholders on 10 September 2026; 923,600 treasury shares are scheduled to be canceled on 13 October 2026; the share consolidation is scheduled to take effect on 14 October 2026; an application for court approval to sell the fractional shares is scheduled to be filed around late October 2026; the fractional shares are scheduled to be sold to the tender offeror around early December 2026; the sale proceeds are scheduled to be paid to shareholders around late January 2027
AmountPublic tender offer price and reference amount for the treatment of fractions: ¥2,210 per share; purchase price for treasury shares: ¥1,980 per ENEOS Holdings share and ¥1,987 per Nisshin share (scheduled)
Quantity / scale990,000 shares consolidated into 1 share; total number of authorized shares as of the effective date: 24 shares; 923,600 treasury shares scheduled to be canceled on 13 October 2026; shares held by the tender offeror: 3,921,070 shares (ownership ratio: 58.73%)
Reason
Because the tender offeror was unable to acquire all of the shares through the tender offer, the company intends to limit its shareholders to the tender offeror and the corporate shareholders that entered into the non-tender agreement, and take the company's shares private.
Impact on Business Performance
The specific impact of the share consolidation itself on results has not been disclosed. The company explained that it aims to enhance corporate value over the medium to long term by taking the company private.
| Item | Details |
|---|---|
| Matter Covered | Prior disclosure document concerning the share consolidation |
| Decision-Making Body | Board of Directors (meeting held on 7 August 2026) |
| Decision Date | 7 August 2026 |
| Implementation Date | 14 October 2026 (Wednesday), scheduled (effective date) |
| Amount | Public tender offer price and reference amount for the treatment of fractions: ¥2,210 per share; purchase price for treasury shares: ¥1,980 per ENEOS Holdings share and ¥1,987 per Nisshin share (scheduled) |
| Quantity / scale | 990,000 shares consolidated into 1 share; total number of authorized shares as of the effective date: 24 shares; 923,600 treasury shares scheduled to be canceled on 13 October 2026; shares held by the tender offeror: 3,921,070 shares (ownership ratio: 58.73%) |
| Impact on Business Performance | The specific impact of the share consolidation itself on results has not been disclosed. The company explained that it aims to enhance corporate value over the medium to long term by taking the company private. |
| Reason | Because the tender offeror was unable to acquire all of the shares through the tender offer, the company intends to limit its shareholders to the tender offeror and the corporate shareholders that entered into the non-tender agreement, and take the company's shares private. |
| Governing Rule | Companies Act, Articles 180, 182-2, Paragraph 1, 234, Paragraph 2, and 235; Ordinance for Enforcement of the Companies Act, Article 33-9; Financial Instruments and Exchange Act, Article 27-2, Paragraph 3 |
| Related previous disclosures | 11 May 2026: “Notice Regarding the Implementation of an MBO and Recommendation to Tender”; 23 June 2026: “Notice Regarding the Results of the Tender Offer for the Company's Shares by 株式会社EDIAND and Changes in the Parent Company and the Major Shareholder, Being the Largest Shareholder”; 31 October 2025: “Notice Regarding the Recording of an Extraordinary Loss (Impairment Loss on Fixed Assets)”; 11 November 2025: “Notice Regarding Revisions to the Earnings Forecast”; 27 February 2026: “Notice Regarding a Change in an Equity-Method Affiliate (Share Transfer) and the Recording of an Extraordinary Loss (Loss on Sale of Shares in an Affiliated Company)”; 30 March 2026: “Notice Regarding the Suspension of Business Activities by a Consolidated Subsidiary and the Expected Recording of an Extraordinary Loss” |
| Future plans | The proposal for the share consolidation is scheduled to be considered at the Extraordinary General Meeting of Shareholders on 10 September 2026; 923,600 treasury shares are scheduled to be canceled on 13 October 2026; the share consolidation is scheduled to take effect on 14 October 2026; an application for court approval to sell the fractional shares is scheduled to be filed around late October 2026; the fractional shares are scheduled to be sold to the tender offeror around early December 2026; the sale proceeds are scheduled to be paid to shareholders around late January 2027 |
Items this document does not state (1)
Period Covered
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.Because the tender offeror was unable to acquire all of the shares through the tender offer, the company intends to consolidate the shareholders other than the tender offeror and the corporate shareholders that entered into non-tender agreements, and take the company's shares private. The company explained that taking the company private will allow it to pursue medium- to long-term investment, business portfolio reform and investment in human resources without being influenced by short-term stock market valuations.
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