Worth reading
80Important
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
573512
Reverse stock split of shares into 1 shareWording
Conditional
How definitive the wording is.Decision and Details
Board of Directors (meeting held on 9 April 2026) and Extraordinary General Meeting of Shareholders (scheduled for 21 May 2026)Advance disclosure matters concerning the share consolidation
Decision9 April 2026 (date of Board of Directors resolution)
Implementation12 June 2026 (scheduled effective date)
Going forwardAn Extraordinary General Meeting of Shareholders is scheduled to be held on 21 May 2026. The Company plans to cancel 466,719 treasury shares on 11 June 2026. The share consolidation is scheduled to take effect on 12 June 2026. The Company's shares are scheduled to be delisted on 10 June 2026. Around late June 2026, the Company plans to apply to the court for permission to sell the fractional shares, with BROTHER INDUSTRIES,LTD. expected to purchase them around early July 2026. The sale proceeds are scheduled to be paid to shareholders from around early August through early September 2026.
Amount¥7,626 per share (calculation unit for the cash scheduled to be paid to shareholders as a result of the treatment of fractional shares)
Quantity / scale573,512 of the Company's shares to be consolidated into 1 share; authorized share count as of the effective date: 32 shares; shares held by the tender offeror: 4,039,103 (ownership ratio: 88.01%); 466,719 treasury shares scheduled to be cancelled on 11 June 2026
Reason
To convert the shares held by shareholders other than the tender offeror into fractions of less than 1 share and make the Company a wholly owned, privately held subsidiary of BROTHER INDUSTRIES,LTD., its sole shareholder.
Impact on Business Performance
No amount of the impact of the share consolidation itself on financial results is stated. The Company expects synergies from the strengthening of product and service competitiveness, expansion of business scale, and enhanced cost competitiveness resulting from becoming a wholly owned subsidiary, while also describing the general disadvantages associated with becoming privately held.
| Item | Details |
|---|---|
| Matter Covered | Advance disclosure matters concerning the share consolidation |
| Decision-Making Body | Board of Directors (meeting held on 9 April 2026) and Extraordinary General Meeting of Shareholders (scheduled for 21 May 2026) |
| Decision Date | 9 April 2026 (date of Board of Directors resolution) |
| Implementation Date | 12 June 2026 (scheduled effective date) |
| Amount | ¥7,626 per share (calculation unit for the cash scheduled to be paid to shareholders as a result of the treatment of fractional shares) |
| Quantity / scale | 573,512 of the Company's shares to be consolidated into 1 share; authorized share count as of the effective date: 32 shares; shares held by the tender offeror: 4,039,103 (ownership ratio: 88.01%); 466,719 treasury shares scheduled to be cancelled on 11 June 2026 |
| Impact on Business Performance | No amount of the impact of the share consolidation itself on financial results is stated. The Company expects synergies from the strengthening of product and service competitiveness, expansion of business scale, and enhanced cost competitiveness resulting from becoming a wholly owned subsidiary, while also describing the general disadvantages associated with becoming privately held. |
| Reason | To convert the shares held by shareholders other than the tender offeror into fractions of less than 1 share and make the Company a wholly owned, privately held subsidiary of BROTHER INDUSTRIES,LTD., its sole shareholder. |
| Governing Rule | Article 182-2, paragraph 1 of the Companies Act; Article 33-9 of the Ordinance for Enforcement of the Companies Act; Articles 180 and 235, paragraphs 1 and 2 of the Companies Act; Article 234, paragraph 2 of the Companies Act; and the Ministry of Economy, Trade and Industry's Guidelines for Fair M&A |
| Related previous disclosures | 4 February 2026: "Notice of Opinion in Favor of and Recommendation to Tender Shares in the Tender Offer for the Company's Shares by BROTHER INDUSTRIES,LTD."; 24 March 2026: "Notice Regarding the Results of the Tender Offer for the Company's Shares by BROTHER INDUSTRIES,LTD. and Changes in the Parent Company and Major Shareholder, Being the Largest Shareholder"; 4 February 2026: "Notice Regarding Revisions to the Full-Year Consolidated Earnings Forecast and Year-End Dividend Forecast for the Fiscal Year Ending March 2026 (No Dividend), and the Abolition of the Shareholder Benefit Program"; 8 August 2025: "MUTOH Group Medium-Term Management Plan (Fiscal 2025–Fiscal 2027)" |
| Future plans | An Extraordinary General Meeting of Shareholders is scheduled to be held on 21 May 2026. The Company plans to cancel 466,719 treasury shares on 11 June 2026. The share consolidation is scheduled to take effect on 12 June 2026. The Company's shares are scheduled to be delisted on 10 June 2026. Around late June 2026, the Company plans to apply to the court for permission to sell the fractional shares, with BROTHER INDUSTRIES,LTD. expected to purchase them around early July 2026. The sale proceeds are scheduled to be paid to shareholders from around early August through early September 2026. |
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 BROTHER INDUSTRIES,LTD. the Company's sole shareholder and make the Company a wholly owned, privately held subsidiary. The transaction is expected to strengthen the competitiveness of products and services, leverage sales and service channels, and enhance cost competitiveness through greater efficiency.
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