Reconfirming the FY2027 Q1 disclosure basis in light of the planned MBO and delisting

Revenue for the fiscal year ended May 2026 was ¥100.571 billion and operating profit was ¥1.458 billion, but no earnings forecast was provided for revenue, operating profit, ordinary profit or net income attributable to owners of the parent for the fiscal year ending May 2027. The company cited the planned delisting following completion of the MBO. Accordingly, FY2027 Q1 progress cannot be measured against the full-year guidance normally provided by a listed company.

The tender offer received applications for 7,290,251 shares and was described as having closed successfully. The company is expected to delist after completing the prescribed procedures, including a share consolidation. For FY2027 Q1, the practical points to confirm will be whether the company files a quarterly results summary, discloses an earnings forecast and completes the going-private process on schedule. The planned delisting alone does not provide sufficient grounds to conclude that no disclosure will be made at the next results announcement, so the actual filing materials must be checked.

Capital policy also differs from normal practice. The company had previously stated that it would maintain an annual dividend of at least ¥10 per share and aim for a consolidated payout ratio of 30% over time. However, following the resolution recommending that shareholders tender their shares into the MBO, it did not pay a year-end dividend for the fiscal year ended May 2026, resulting in an annual dividend of ¥0. No dividend forecast has been disclosed for the fiscal year ending May 2027. A key issue is whether the previous progressive dividend policy will be maintained at the next results announcement or will effectively cease to apply on the assumption that the company will go private.

The company has also disclosed a policy to discontinue its shareholder benefit program from the fiscal year ending May 2028, with 15 May 2027 as the record date, after the final benefit with 15 May 2026 as the record date. Accordingly, the four matters to confirm in FY2027 Q1 are the MBO and delisting procedures, the FY2027 earnings forecast, the treatment of dividends and the timing of the shareholder benefit discontinuation, rather than any expansion of the benefit program.