Worth reading
57In focus
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
17120
¥ millionWording
Conditional
How definitive the wording is.This transaction
This tender offerCounterparty (target company)Alleanza Holdings Co.,Ltd.
Disclosing companyKOHNAN SHOJI CO.,LTD.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Home improvement center operations, pet shop operations, and management of companies engaged in related businesses
Location Fukushima, Fukushima PrefectureShare capital ¥2,011 million (as of 31 August 2025)Date of incorporation 1 September 2016
Net Sales¥148,908 million (fiscal year ended February 2025)
Operating profit¥3,509 million (fiscal year ended February 2025)
Net income for the current fiscal year¥2,088 million (fiscal year ended February 2025; net income attributable to owners of the parent)
Net assets¥31,795 million (fiscal year ended February 2025; consolidated net assets)
Consideration and expenses
Acquisition price¥17,120 million
Type of ConsiderationCash
Tender offer price¥1,465 per common share and ¥1 per stock acquisition right issued in fiscal 2014, fiscal 2015 and fiscal 2016, respectively
Minimum number of shares to be purchased4,744,300 shares
Tender offer periodFrom 13 February 2026 to 30 March 2026 (30 business days)
Impact on Business Performance
Currently under review. If any matter requiring disclosure arises, it will be disclosed promptly.
Procedures and assumptions
Conditions Precedent to ExecutionThe total number of shares, etc. tendered must be at least equal to the minimum number of shares to be purchased. If the number is below the minimum, none of the tendered shares, etc. will be purchased.
Management structure after acquisitionProcedures are planned to make the tender offeror and VALOR HOLDINGS CO.,LTD. the only shareholders of the target company. Other matters, including the corporate name, representative and treatment of employees, are Not disclosed.
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | Alleanza Holdings Co.,Ltd. |
| Name of the Subject Company | Alleanza Holdings Co.,Ltd. |
| Business Description of the Subject Company | Home improvement center operations, pet shop operations, and management of companies engaged in related businesses |
| Location of the Subject Company | Fukushima, Fukushima Prefecture |
| Capital Stock of the Subject Company | ¥2,011 million (as of 31 August 2025) |
| Date of Establishment of the Subject Company | 1 September 2016 |
| Net Sales of the Subject Company | ¥148,908 million (fiscal year ended February 2025) |
| Operating Profit of the Subject Company | ¥3,509 million (fiscal year ended February 2025) |
| Net Income of the Subject Company | ¥2,088 million (fiscal year ended February 2025; net income attributable to owners of the parent) |
| Net Assets of the Subject Company | ¥31,795 million (fiscal year ended February 2025; consolidated net assets) |
| Acquisition price | ¥17,120 million |
| Type of Consideration | Cash |
| Tender offer price | ¥1,465 per common share and ¥1 per stock acquisition right issued in fiscal 2014, fiscal 2015 and fiscal 2016, respectively |
| Minimum number of shares to be purchased | 4,744,300 shares |
| Tender offer period | From 13 February 2026 to 30 March 2026 (30 business days) |
| Number of shares acquired | 11,723,970 shares (number of voting rights: 117,239) |
| Voting rights ownership percentage | Before 0.00％ → after 38.79％ |
| Impact on Business Performance | Currently under review. If any matter requiring disclosure arises, it will be disclosed promptly. |
| Date of board resolution | 12 February 2026 |
| Execution Date / Effective Date | 6 April 2026 (scheduled settlement commencement date for the tender offer) |
| Conditions Precedent to Execution | The total number of shares, etc. tendered must be at least equal to the minimum number of shares to be purchased. If the number is below the minimum, none of the tendered shares, etc. will be purchased. |
| Management structure after acquisition | Procedures are planned to make the tender offeror and VALOR HOLDINGS CO.,LTD. the only shareholders of the target company. Other matters, including the corporate name, representative and treatment of employees, are Not disclosed. |
Items this document does not state (9)
Expenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial Committee
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.As a result of the tender offer, the target company is scheduled to become an equity-method affiliate of the tender offeror as of 6 April 2026. No other transaction objectives or strategic reasons are explained in this document.
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