Worth reading
89Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
819100
Reverse stock split of shares into 1 shareWording
Conditional
How definitive the wording is.Decision and Details
The Board of Directors (meeting held on 20 May 2026) and the annual shareholders meeting scheduled for 18 June 2026Matters subject to prior disclosure concerning the share consolidation
Decision20 May 2026 (date of the Board of Directors resolution)
Period CoveredFrom 13 July 2026 onward (after the share consolidation becomes effective)
Implementation13 July 2026 (scheduled effective date)
Going forwardThe annual shareholders meeting is scheduled for 18 June 2026. The Company is scheduled to be delisted on 9 July 2026, cancel 2,675,413 treasury shares on 10 July, and implement the share consolidation on 13 July. Around late July, the Company plans to apply to the court for permission to sell the fractional shares, sell them to 株式会社ATRA around mid-to-late August, and distribute the proceeds to shareholders around mid-to-late October.
AmountExpected amount to be paid for fractional shares: ¥1,070 per share; book net assets: ¥16,733,780 thousand; going-concern value: ¥10,532 million to ¥13,042 million
Quantity / scale819,100 shares consolidated into 1 share; total number of authorized shares as of the effective date: 40 shares; purchaser of the fractional shares: 株式会社ATRA; shares held by the largest shareholder group: 3,267,700 shares (ownership ratio: 38.55%); treasury shares to be cancelled: 2,675,413 shares
Reason
To establish a management structure that enables agile decision-making without being constrained by short-term stock market valuations, thereby enhancing management flexibility. The Company also intends to pursue business restructuring, consolidation and rationalization, focused investment of management resources in growth markets, and reductions in the costs of maintaining its listing.
Impact on Business Performance
The disclosure states that taking the Company private will reduce the costs of maintaining its listing, while business restructuring and upfront investment may pose risks of lower profitability and deterioration in cash flow in the short term. Changes to the earnings forecast: Not disclosed.
| Item | Details |
|---|---|
| Matter Covered | Matters subject to prior disclosure concerning the share consolidation |
| Decision-Making Body | The Board of Directors (meeting held on 20 May 2026) and the annual shareholders meeting scheduled for 18 June 2026 |
| Decision Date | 20 May 2026 (date of the Board of Directors resolution) |
| Implementation Date | 13 July 2026 (scheduled effective date) |
| Period Covered | From 13 July 2026 onward (after the share consolidation becomes effective) |
| Amount | Expected amount to be paid for fractional shares: ¥1,070 per share; book net assets: ¥16,733,780 thousand; going-concern value: ¥10,532 million to ¥13,042 million |
| Quantity / scale | 819,100 shares consolidated into 1 share; total number of authorized shares as of the effective date: 40 shares; purchaser of the fractional shares: 株式会社ATRA; shares held by the largest shareholder group: 3,267,700 shares (ownership ratio: 38.55%); treasury shares to be cancelled: 2,675,413 shares |
| Impact on Business Performance | The disclosure states that taking the Company private will reduce the costs of maintaining its listing, while business restructuring and upfront investment may pose risks of lower profitability and deterioration in cash flow in the short term. Changes to the earnings forecast: Not disclosed. |
| Reason | To establish a management structure that enables agile decision-making without being constrained by short-term stock market valuations, thereby enhancing management flexibility. The Company also intends to pursue business restructuring, consolidation and rationalization, focused investment of management resources in growth markets, and reductions in the costs of maintaining its listing. |
| Governing Rule | Companies Act, Article 180, Paragraph 2; Article 182-2, Paragraph 1; Article 234, Paragraphs 2 and 4; and Article 235; Ordinance for Enforcement of the Companies Act, Article 33-9; Tokyo Stock Exchange Rules for Enforcement of the Securities Listing Regulations; Guidelines for Fair M&A |
| Related previous disclosures | 10 March 2026: “Notice Regarding Progress in the Review Process for Taking the Company's Shares Private” (progress regarding previously disclosed matters); 17 December 2025: “Notice Regarding the Results of the Tender Offer for the Company's Shares by WHD株式会社”; 31 October 2025: “Notice Regarding the Company's Opinion in Favor of and Recommendation to Tender Shares in the Tender Offer for the Company's Shares by WHD株式会社”; 10 May 2024: “New Medium-Term Management Plan 2026” |
| Future plans | The annual shareholders meeting is scheduled for 18 June 2026. The Company is scheduled to be delisted on 9 July 2026, cancel 2,675,413 treasury shares on 10 July, and implement the share consolidation on 13 July. Around late July, the Company plans to apply to the court for permission to sell the fractional shares, sell them to 株式会社ATRA around mid-to-late August, and distribute the proceeds to shareholders around mid-to-late October. |
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To establish a management structure that enables agile decision-making without being constrained by short-term stock market valuations, thereby enhancing management flexibility. The Company also intends to address structural management issues, pursue business restructuring and investment in growth markets, and reduce the costs of maintaining its listing.
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