Kumiai Chemical Industry Co. (4996) set share-exchange ratios of 2.34, 1.12 and 0.42 of its shares per share for three consolidated subsidiaries it is making wholly owned, and will deliver a total of 1,521,229 shares from treasury stock.
Kumiai Chemical announced on Sept. 11, 2026, simplified share exchanges under which it will become the wholly owning parent of Ihara Kensei Kogyo Co., Kumika Butsuryu Co. and Nihon Insatsu Kogyo Co., signing an exchange agreement with each the same day. The ratios announced on Oct. 16 were calculated using formulas set out in those agreements.
| Subsidiary | Kumiai shares per 1 share |
|---|---|
| Ihara Kensei Kogyo | 2.34 |
| Kumika Butsuryu | 1.12 |
| Nihon Insatsu Kogyo | 0.42 |
Each ratio equals a fixed yen amount -- ¥1,543 for Ihara Kensei Kogyo, ¥741 for Kumika Butsuryu and ¥279 for Nihon Insatsu Kogyo -- divided by the simple average of Kumiai Chemical's closing prices on the Tokyo Stock Exchange Prime Market over the five trading days from Oct. 9 to Oct. 16, 2026. That average came to ¥659, and the ratios were rounded to two decimal places.
All 1,521,229 shares to be delivered will come from treasury stock. Fractions of less than one share will be settled in cash under the Companies Act. Shareholders receiving odd lots of fewer than 100 shares cannot sell them on the exchange, but may ask Kumiai Chemical to buy them back or to sell them enough shares to make up a full 100-share unit. The three subsidiaries will cancel all of their own treasury shares immediately before the exchanges take effect.
Next steps: the share exchanges take effect on Nov. 1, 2026, when Kumiai Chemical is scheduled to acquire all issued shares of the three subsidiaries other than those it already holds.
| 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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