Worth reading
90Important
Scored from 3 of 5 sectionsDirection
Mixed performance
Direction inferred from the company’s description.Scale
5002400
Shares (revised minimum number of shares to be purchased)Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
This MBO transaction (the tender offer and subsequent squeeze-out)Counterparty株式会社バロン
Disclosing companySANKO SANGYO 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.
Consideration and expenses
Acquisition pricenot disclosed (total; tender offer price of ¥726 per share)
Type of ConsiderationCash
Tender offer price¥726 per share
Minimum number of shares to be purchased5,002,400 shares (64.15% ownership interest)
Tender offer periodFrom 4 February 2026 to 8 April 2026 (43 business days)
Procedures and assumptions
Valuation methodologyShare valuation by J-TAP (specific valuation method: not disclosed)
Independent valuation institutionJ-TAP
Special CommitteeEstablished. 3 members (chair: Motoo Otsu (大津素男), Hiroaki Kawazoe (川添啓明), and Hironobu Oka (岡裕信))
Conditions Precedent to ExecutionThe total number of share certificates and other securities tendered must be at least the minimum number of shares to be purchased, 5,002,400 shares. Following the successful completion of the tender offer, a squeeze-out through a share consolidation is planned, and the share consolidation requires a special resolution at a shareholders meeting.
Management structure after acquisitionMasakazu Ishii (石井正和) is expected to remain involved in management as the Company's representative director after completion of this transaction. The change of corporate name and treatment of employees are not disclosed.
| Item | Details |
|---|---|
| Transaction name | This MBO transaction (the tender offer and subsequent squeeze-out) |
| Counterparty name | 株式会社バロン |
| Name of the Subject Company | SANKO SANGYO CO.,LTD. |
| Acquisition price | not disclosed (total; tender offer price of ¥726 per share) |
| Type of Consideration | Cash |
| Tender offer price | ¥726 per share |
| Minimum number of shares to be purchased | 5,002,400 shares (64.15% ownership interest) |
| Tender offer period | From 4 February 2026 to 8 April 2026 (43 business days) |
| Number of shares acquired | 5,002,400 shares (50,024 voting rights; minimum number of shares to be purchased) |
| Voting rights ownership percentage | Before 66.59％ → after 64.15％ |
| Date of board resolution | 25 March 2026 |
| Contract Date | 24 March 2026 (the non-tender agreement and the tender agreement with other shareholders) |
| Execution Date / Effective Date | Revised settlement commencement date: not disclosed (before the change: 6 April 2026) |
| Valuation methodology | Share valuation by J-TAP (specific valuation method: not disclosed) |
| Independent valuation institution | J-TAP |
| Special Committee | Established. 3 members (chair: Motoo Otsu (大津素男), Hiroaki Kawazoe (川添啓明), and Hironobu Oka (岡裕信)) |
| Conditions Precedent to Execution | The total number of share certificates and other securities tendered must be at least the minimum number of shares to be purchased, 5,002,400 shares. Following the successful completion of the tender offer, a squeeze-out through a share consolidation is planned, and the share consolidation requires a special resolution at a shareholders meeting. |
| Management structure after acquisition | Masakazu Ishii (石井正和) is expected to remain involved in management as the Company's representative director after completion of this transaction. The change of corporate name and treatment of employees are not disclosed. |
Items this document does not state (14)
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 CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business Performance
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.On 24 March 2026, the tender offeror entered into an agreement with Eiko Samejima (鮫島英子) under which she would not tender the 190,251 shares she holds in the tender offer. Accordingly, the minimum number of shares to be purchased was revised to ensure the privatization through a share consolidation could be completed. The tender offer period was also extended to provide shareholders with an appropriate opportunity to make an informed decision and to secure the tender offer period required under applicable laws and regulations in connection with the changes to the tender offer terms.
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.
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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.