City Index Fifth said on Sept. 25 it will launch a tender offer for Sankei Real Estate Inc. (2972) at ¥125,000 per unit from Sept. 28 to Nov. 10, aiming to take the REIT private, and the REIT's board endorsed the offer while leaving the decision to tender to unitholders.
The offeror plans to buy 375,636 units, with a minimum of 118,732 units and no maximum. If tenders fall short of the minimum, it will buy none.
City Index Fifth holds no units itself, but four specially related parties — City Index Eleventh, ATRA, C&I Holdings and Aya Nomura — together own 139,646 units, or 29.90%. ATRA (45,289 units) and Nomura (46,174 units) have orally agreed not to tender, while City Index Eleventh and C&I have agreed to tender. The minimum equals 45% of outstanding units (210,195 units), above the 41% needed to pass a unit consolidation proposal, less the units that will not be tendered.
The price matches the ¥125,000 offered in a previous tender offer by Tiger and Lion investment limited partnerships that ran from Jan. 7 to May 18, 2026, which drew tenders equal to 24.66% of units excluding those held by sponsor Sankei Building. The offeror said that although net asset value per unit rose to ¥114,099 for the February 2026 period from ¥108,412 for the August 2025 period, the TSE REIT Index fell about 14.30% from Jan. 6 to Sept. 24, and the REIT booked a ¥4,933 million impairment loss on Fukuoka Green Building for the February 2026 period. It expects a similar level of tenders this time. It also estimated that passive index funds hold about 70,999 units, or 15.20%.
The board's endorsement assumes the offeror intends to acquire all units and that the units will be delisted.
City Index Fifth will file its tender offer registration statement on Sept. 28. The offer runs through Nov. 10, with settlement starting Nov. 17.
| 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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