This transaction
This tender offerThe voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Sale of electronic components, including integrated circuits and semiconductor devices, assembly products and electronic equipment, together with related import and export operations and ancillary businesses
| Item | Details |
|---|---|
| Transaction name | This tender offer |
| Counterparty name | KAGA ELECTRONICS CO.,LTD. |
| Name of the Subject Company | Shinko Shoji Co.,Ltd. |
| Business Description of the Subject Company | Sale of electronic components, including integrated circuits and semiconductor devices, assembly products and electronic equipment, together with related import and export operations and ancillary businesses |
| Location of the Subject Company | Shinagawa Ward, Tokyo |
| Capital Stock of the Subject Company | ¥9,501.93 million (as of 31 March 2026) |
| Date of Establishment of the Subject Company | 25 November 1953 |
| Type of Consideration | Cash |
| Tender offer price | ¥1,580 per common share |
| Minimum number of shares to be purchased | 15,988,500 shares |
| Tender offer period | 18 May 2026 to 3 August 2026 (55 business days) |
| Number of shares acquired | 29,097,599 shares intended to be purchased (voting rights: Not disclosed) |
| Voting rights ownership percentage | Before 64.93％ → after 53.99％ |
| Date of board resolution | 17 July 2026 (offeror and target company) |
| Special Committee | Established (all members unanimously submitted an additional report; number of members and attributes: Not disclosed) |
| Conditions Precedent to Execution | Approval by a special resolution at an extraordinary general meeting of shareholders, among other requirements, for the share consolidation to be carried out after the tender offer succeeds |
| Management structure after acquisition | The parties aim to make the target company a wholly owned subsidiary of KAGA ELECTRONICS CO.,LTD. and take it private through a share consolidation and other measures. The corporate name, representatives and treatment of employees: Not disclosed |
Items this document does not state (15)
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, in light of the status of shareholders' tenders and the outlook for future tenders, it was providing shareholders with an additional opportunity to make a decision. It also stated that, following a period in which the market price exceeded the tender offer price, it considered lowering the minimum number of shares to be purchased to the extent that this would not impede taking the company private while increasing the likelihood of the tender offer succeeding. The tender offer period was extended because the submission of an amended registration statement required by the change in the tender offer terms made the extension legally necessary.