Shareholders of Yamadai Co., Ltd. (7426) on Sept. 24, 2026 approved a 406,580-for-1 share consolidation that will leave tender offeror Nice Corp. as the sole shareholder, with other holders to receive cash equal to ¥601 per share and the stock set to be delisted on Sept. 28.
The extraordinary general meeting passed, as originally proposed, all items covering the share consolidation, the abolition of the share-unit provision and partial amendments to the articles of incorporation. After the consolidation, holdings of all shareholders other than Nice will become fractions of less than one share, taking the company private.
Based on the cancellation of 76,955 treasury shares on Sept. 29, shares outstanding will fall to 2 from 1,110,413, a decrease of 1,110,411 shares. The total number of authorized shares will be 8.
| Item | Figure |
|---|---|
| Consolidation ratio | 406,580 shares into 1 |
| Shares outstanding before | 1,110,413 |
| Shares outstanding after | 2 |
| Cash for fractional shares | ¥601 per share |
Yamadai plans to sell the aggregate fractional shares to Nice with court permission under Article 235(2) of the Companies Act, applying Article 234(2) mutatis mutandis. The sale price will be set so that shareholders receive cash equal to their shareholdings multiplied by ¥601, the same as the tender offer price; the actual amount may differ if court permission is not obtained or rounding adjustments are required. Nice plans to fund the purchase with its own funds.
The current 100-share trading unit will be abolished and Articles 7, 10, 14 and 28 deleted, effective Sept. 30 subject to the consolidation taking effect. The Tokyo Stock Exchange designated the shares as securities to be delisted on April 22, 2026, and the delisting date has been moved up to Sept. 28 from Oct. 1.
The last trading day is Sept. 25, and the consolidation is scheduled to take effect Sept. 30. Yamadai plans to apply for court permission in mid-October, sell the fractional shares around late October and deliver the proceeds to shareholders around late December 2026.
| Hikari Tsushin, Inc. | |
| Offer price | ¥1,000 per common share |
| M&A / TOB | 1 |
| Guidance | 0 |
| Buybacks | 0 |
| Dividends | 0 |
| Capital | 0 |
| Earnings | 0 |
| People | 0 |
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