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Occurring Fact7523ART VIVANT CO.,LTD.Retail

Notice Regarding the Results of the Tender Offer for the Company's Shares by 株式会社Orsay and Changes in the Parent Company, Major Shareholder and Largest Shareholder among the Major Shareholders

The tender offer was successful, and 株式会社Orsay will acquire 5,466,270 shares of ART VIVANT CO.,LTD. Upon settlement, Orsay is expected to become the parent company, major shareholder and largest shareholder of ART VIVANT CO.,LTD., while Maki Hiroyuki (牧寛之) is expected to cease being a major shareholder and the largest shareholder.

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Neutral
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5466270
Shares
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Conditional
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Results of the Tender Offer for the Company's Shares by 株式会社Orsay and Changes in the Parent Company, Major Shareholder and Largest Shareholder among the Major Shareholders

Subject Entity

ART VIVANT CO.,LTD., 株式会社Orsay and Maki Hiroyuki (牧寛之)

Occurrence25 August 2026 (the closing date of the tender offer)
1 day later
Awareness or receipt of notice26 August 2026 (the date on which the tender offeror reported the results)
This disclosure08/26/2026
Cause

The number of shares tendered reached at least the minimum purchase amount, resulting in the successful completion of the tender offer

Change in voting rights ownership ratio

株式会社Orsay39.93%→59.73%(+19.80pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

株式会社Orsay: Voting rights and ownership percentage: —. Maki Hiroyuki (牧寛之): 36,546 voting rights, 39.93% (based on the percentage calculated using the reference number of shares as of 30 June 2026)

Voting rights ownership percentage after the change

株式会社Orsay: Direct ownership: 54,662 voting rights, 59.73%, 5,466,270 shares. Shares subject to aggregation: 31,380 voting rights, 34.29%, 3,138,000 shares. Total: 86,042 voting rights, 94.02%, 8,604,270 shares. Maki Hiroyuki (牧寛之): Not applicable

Related procedures

Type

Tender offer and going-private procedures following the tender offer

Court or authority

Tokyo Stock Exchange, Inc.

Outlook

Procedures are planned to take ART VIVANT CO.,LTD. private, leaving only the tender offeror and Katsu Corporation as shareholders. Following the prescribed procedures, the company is expected to be delisted from the Standard Market of the Tokyo Stock Exchange. The specific procedures and implementation timing will be discussed and determined, and promptly disclosed once decided.

Planned follow-up disclosure

The specific procedures, implementation timing and other details are expected to be promptly disclosed once decided.

Event that occurred
ItemDetails
Event nameResults of the Tender Offer for the Company's Shares by 株式会社Orsay and Changes in the Parent Company, Major Shareholder and Largest Shareholder among the Major Shareholders
Date of occurrence25 August 2026 (the closing date of the tender offer)
Date recognized / date notice received26 August 2026 (the date on which the tender offeror reported the results)
Subject EntityART VIVANT CO.,LTD., 株式会社Orsay and Maki Hiroyuki (牧寛之)
CauseThe number of shares tendered reached at least the minimum purchase amount, resulting in the successful completion of the tender offer
Type of litigation or proceedingTender offer and going-private procedures following the tender offer
Court or authorityTokyo Stock Exchange, Inc.
Voting rights ownership percentage before the change株式会社Orsay: Voting rights and ownership percentage: —. Maki Hiroyuki (牧寛之): 36,546 voting rights, 39.93% (based on the percentage calculated using the reference number of shares as of 30 June 2026)
Voting rights ownership percentage after the change株式会社Orsay: Direct ownership: 54,662 voting rights, 59.73%, 5,466,270 shares. Shares subject to aggregation: 31,380 voting rights, 34.29%, 3,138,000 shares. Total: 86,042 voting rights, 94.02%, 8,604,270 shares. Maki Hiroyuki (牧寛之): Not applicable
OutlookProcedures are planned to take ART VIVANT CO.,LTD. private, leaving only the tender offeror and Katsu Corporation as shareholders. Following the prescribed procedures, the company is expected to be delisted from the Standard Market of the Tokyo Stock Exchange. The specific procedures and implementation timing will be discussed and determined, and promptly disclosed once decided.
Planned follow-up disclosureThe specific procedures, implementation timing and other details are expected to be promptly disclosed once decided.
Items this document does not state (14)
Target Locations / ProductsAmount of Impact on Business PerformanceAccounting period in which recognizedImpact on Earnings ForecastPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liability

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 the number of shares tendered was at least the minimum purchase amount of 3,845,584 shares, and all tendered shares will be acquired. Following settlement, Orsay's voting rights ownership will exceed 50%.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Results of the Tender Offer for the Company's Shares by 株式会社Orsay and Changes in the Parent Company, Major Shareholder and Largest Shareholder among the Major Shareholders | ART VIVANT CO.,LTD. (7523) timely disclosure | Komori