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M&A and Subsidiary Changes8141Shinko Shoji Co.,Ltd.Trading & Wholesale

(Amendment) Partial Amendment to the Notice Concerning Our Opinion on the Tender Offer for Our Shares by KAGA ELECTRONICS CO.,LTD.

The tender offer period for KAGA ELECTRONICS CO.,LTD.'s tender offer for Shinko Shoji Co.,Ltd. has been extended from 30 business days ending 26 June 2026 to 42 business days ending 14 July 2026. Accordingly, the settlement start date has changed to 22 July, and the extraordinary shareholders' meeting to approve the share consolidation has also been pushed back and is now scheduled for late September 2026.

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Direction
Neutral
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Scale
12
Business days
Wording
Conditional
How definitive the wording is.

This transaction

This tender offer
CounterpartyKAGA ELECTRONICS CO.,LTD.
Disclosing companyShinko Shoji Co.,Ltd.
Shinko Shoji Co.,Ltd.Subject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.
Consideration and expenses
Type of ConsiderationCash (¥1,580 per common share)
Tender offer price¥1,580 per common share
Minimum number of shares to be purchased19,226,700 shares
Tender offer period18 May 2026 to 14 July 2026 (42 business days)
Funding arrangementsTo be funded by borrowings from MUFG Bank, Ltd. (the bank financing)
Procedures and assumptions
Conditions Precedent to ExecutionThe bank financing is subject to the successful completion of this tender offer. Approval by an extraordinary shareholders' meeting is required for the share consolidation following the successful completion of the tender offer.
Management structure after acquisitionThe offeror plans to make the target company a wholly owned subsidiary by owning all of the target company's shares, excluding treasury shares held by the target company. The corporate name, representative and treatment of employees are Not disclosed
This transaction
ItemDetails
Transaction nameThis tender offer
Counterparty nameKAGA ELECTRONICS CO.,LTD.
Name of the Subject CompanyShinko Shoji Co.,Ltd.
Type of ConsiderationCash (¥1,580 per common share)
Tender offer price¥1,580 per common share
Minimum number of shares to be purchased19,226,700 shares
Tender offer period18 May 2026 to 14 July 2026 (42 business days)
Funding arrangementsTo be funded by borrowings from MUFG Bank, Ltd. (the bank financing)
Date of board resolution15 May 2026 (the target company's board of directors)
Execution Date / Effective Date22 July 2026 (settlement start date, after the change)
Conditions Precedent to ExecutionThe bank financing is subject to the successful completion of this tender offer. Approval by an extraordinary shareholders' meeting is required for the share consolidation following the successful completion of the tender offer.
Management structure after acquisitionThe offeror plans to make the target company a wholly owned subsidiary by owning all of the target company's shares, excluding treasury shares held by the target company. The corporate name, representative and treatment of employees are Not disclosed
Items this document does not state (20)
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 CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioNumber of shares acquiredVoting rights ownership percentageGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceContract DateValuation methodologyIndependent valuation institutionSpecial Committee

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 offeror explained that it extended the tender offer period after comprehensively considering the status of shareholder tenders and the outlook for further tenders, in order to provide shareholders with an additional opportunity to consider whether to tender their shares.

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.
(Amendment) Partial Amendment to the Notice Concerning Our Opinion on the Tender Offer for Our Shares by KAGA ELECTRONICS CO.,LTD. | Shinko Shoji Co.,Ltd. (8141) timely disclosure | Komori