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Statutory disclosure document7523ART VIVANT CO.,LTD.Retail

Statutory Prior Disclosure Document (Reverse Stock Split)

As the second-step procedure following the tender offer, 618,000 of the Company's shares will be consolidated into 1 share, and cash will be paid for the fractional shares held by shareholders other than the tender offeror and カツコーポレーション. This will proceed with taking the Company's shares private.

Worth reading
81Important
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
618000
Reverse stock split of shares into 1 share
Wording
Conditional
How definitive the wording is.

Decision and Details

The Company's Board of Directors

Share consolidation (the share consolidation)

Decision17 September 2026
Implementation13 November 2026 (effective date, scheduled)
Going forwardAn extraordinary general meeting of shareholders is scheduled for 20 October 2026; treasury shares are scheduled to be cancelled on 12 November 2026; an application for the court's permission to sell the fractional shares is scheduled to be filed around late November 2026; the aggregate fractional shares are scheduled to be sold to 株式会社Orsay around mid- to late December 2026; the sale proceeds are scheduled to be paid to shareholders around late February 2027
AmountTender offer price: ¥1,900 per share / Proceeds from the sale of fractional shares of less than 1 share: an amount equivalent to the number of shares held as recorded in the shareholder registry as of 12 November 2026 multiplied by ¥1,900 (scheduled)
Quantity / scale618,000 shares consolidated into 1 share; total number of authorized shares as of the effective date: 50; shares owned by the tender offeror: 5,466,270 (ownership ratio: 59.73%)
Reason

To make the tender offeror and カツコーポレーション the Company's only shareholders and take the Company's shares private.

Impact on Business Performance

No impact on earnings from the share consolidation itself is stated. It is stated that taking the Company private will reduce the costs of maintaining its listing, while potentially making it impossible to raise funds through equity financing.

Decision and Details
ItemDetails
Matter CoveredShare consolidation (the share consolidation)
Decision-Making BodyThe Company's Board of Directors
Decision Date17 September 2026
Implementation Date13 November 2026 (effective date, scheduled)
AmountTender offer price: ¥1,900 per share / Proceeds from the sale of fractional shares of less than 1 share: an amount equivalent to the number of shares held as recorded in the shareholder registry as of 12 November 2026 multiplied by ¥1,900 (scheduled)
Quantity / scale618,000 shares consolidated into 1 share; total number of authorized shares as of the effective date: 50; shares owned by the tender offeror: 5,466,270 (ownership ratio: 59.73%)
Impact on Business PerformanceNo impact on earnings from the share consolidation itself is stated. It is stated that taking the Company private will reduce the costs of maintaining its listing, while potentially making it impossible to raise funds through equity financing.
ReasonTo make the tender offeror and カツコーポレーション the Company's only shareholders and take the Company's shares private.
Governing RuleCompanies Act, Article 180, Paragraph 2; Article 182-2, Paragraph 1; Article 234, Paragraph 2; Article 235; Ordinance for Enforcement of the Companies Act, Article 33-9
Related previous disclosures10 July 2026: “Notice Regarding the Implementation of an MBO and Recommendation to Tender Shares”; 13 July 2026: “(Correction) Notice Regarding the Implementation of an MBO and Recommendation to Tender Shares”; 26 August 2026: “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 Shareholders and Largest Shareholder among the Major Shareholders”; 17 September 2026: “Notice Regarding the Cancellation of Treasury Shares”
Future plansAn extraordinary general meeting of shareholders is scheduled for 20 October 2026; treasury shares are scheduled to be cancelled on 12 November 2026; an application for the court's permission to sell the fractional shares is scheduled to be filed around late November 2026; the aggregate fractional shares are scheduled to be sold to 株式会社Orsay around mid- to late December 2026; the sale proceeds are scheduled to be paid to shareholders around late February 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.

To make 株式会社Orsay and 有限会社カツコーポレーション the Company's only shareholders following the tender offer and take the Company's shares private.

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.
Statutory Prior Disclosure Document (Reverse Stock Split) | ART VIVANT CO.,LTD. (7523) timely disclosure | Komori