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Share Issuance and Disposal8141Shinko Shoji Co.,Ltd.Trading & Wholesale

Notice of the Convening of an Extraordinary General Meeting of Shareholders and Share Consolidation, Abolition of the Share Unit System, and Partial Amendments to the Articles of Incorporation

A share consolidation and amendments to the Articles of Incorporation will be submitted to the extraordinary general meeting of shareholders in connection with Kaga Electronics' acquisition of all of the Company's shares to make it a wholly owned subsidiary. If approved, the Company's common shares will be consolidated at a ratio of 7,894,651 shares to 1 share, the provisions on share units will be abolished, and the Company is scheduled to be delisted on 29 October 2026.

Worth reading
30Immaterial
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
7894651
Reverse stock split of shares into 1 share
Wording
Avoiding a definitive answer
How definitive the wording is.

Details of issuance or disposal

Share Consolidation

Stock Split RatioConsolidation of 7,894,651 shares into 1 share; effective date scheduled for 2 November 2026
Procedures under the Corporate Code of Conduct
Establishment of an independent special committee and receipt of its report; obtaining a share valuation report from an independent financial adviser and third-party valuation institution; advice from an independent legal adviser; and approval by all 11 directors without conflicts of interest
Impact on Business Performance
The impact on business performance and other matters from the termination of the capital and business alliance is expected to be minor, and the enhancement of corporate value expected from the transaction is expected to exceed that impact through the anticipated synergies.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalShare Consolidation
Total number of issued shares29,347,657 shares → 3 shares
Stock Split RatioConsolidation of 7,894,651 shares into 1 share; effective date scheduled for 2 November 2026
Procedures under the Corporate Code of ConductEstablishment of an independent special committee and receipt of its report; obtaining a share valuation report from an independent financial adviser and third-party valuation institution; advice from an independent legal adviser; and approval by all 11 directors without conflicts of interest
Impact on Business PerformanceThe impact on business performance and other matters from the termination of the capital and business alliance is expected to be minor, and the enhancement of corporate value expected from the transaction is expected to exceed that impact through the anticipated synergies.
Items this document does not state (23)
Number of shares to be issued or disposed ofIssue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allotteeIntended allottee's holding policyDilution RateBasis for determining the amount to be paidExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentMost recent equity financingMajor shareholders after the offering

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 enable Kaga Electronics to make the Company a wholly owned subsidiary and realize synergies through the mutual utilization of management resources with the tender offeror group, including expanding the product lineup, expanding sales channels and overseas operations, strengthening the EMS business, expanding businesses such as AI and DX, and strengthening personnel and organizational structures.

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.
Notice of the Convening of an Extraordinary General Meeting of Shareholders and Share Consolidation, Abolition of the Share Unit System, and Partial Amendments to the Articles of Incorporation | Shinko Shoji Co.,Ltd. (8141) timely disclosure | Komori