Kadoya Seiyu (2612) said on Oct. 28, 2026 it received a legally binding proposal on Oct. 27 from a fund identified as Candidate C to take the company private via a tender offer at ¥3,000 a share if the fund signs non-tender agreements with corporate shareholders, Ozawa Bussan and Ozawa Shoji, a bid its special committee deems a qualified counterproposal under the existing tender offer agreement.
The special committee's recommendation is unchanged, and the board's opinion supporting the tender offer by ITG-G Holdings and recommending that shareholders tender remains in place as of Oct. 28, the company said. It will carefully evaluate Candidate C's proposal, including a comparison with the ITG-G offer, from the standpoint of corporate value and the common interests of shareholders.
Under the proposal, shares held by corporate shareholders, Ozawa Bussan and Ozawa Shoji would be handled through non-tender agreements combined with a share buyback by Kadoya Seiyu, while other shareholders' stakes would be acquired through the tender offer. Candidate C has not yet signed those agreements. It is negotiating a contract with Mitsubishi Corp., including markups of the draft, and continuing talks with Mitsui & Co. on the proposal. Launch of the tender offer is conditional on agreements with all or any of the corporate and founding-family shareholders being validly signed and in effect, or on talks toward signing continuing.
The offer price depends on which agreements are in place by the end of the tender period: ¥3,000 a share if agreements are reached with the corporate shareholders, Ozawa Bussan and Ozawa Shoji. A separate scenario covers agreements with the corporate shareholders only.
| Date | Event |
|---|---|
| Aug. 27, 2026 | Proposal from Ozawa and Integral |
| Sept. 14, 2026 | Board endorses ITG-G Holdings tender offer |
| Oct. 27, 2026 | Binding proposal received from Candidate C |
The filing also amends the company's Sept. 14 release, replacing references such as 'as of now' and 'today' with specific dates including Sept. 9 and Sept. 14, 2026, and adding an account of continued dialogue with Candidates A and C after Sept. 14. That release described the Aug. 27 proposal from Ozawa and Integral as offering the highest price level at the time.
| 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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