Itochu Corp. unit VIC GK will launch a ¥2,880-per-share tender offer for Dentsu Soken (4812) on Nov. 2, after the IT services company's board on Oct. 30 reaffirmed its support and recommended that shareholders tender.
The offer aims to take Dentsu Soken private. It sets a minimum of 9,340,400 shares with no upper limit; reaching the minimum would give the buyer a 66.57% ownership ratio. VIC, established on July 14, 2026, is 80% owned by Itochu and 20% by IFP, and held no Dentsu Soken shares as of Oct. 30.
Parent Dentsu Group Inc., which owns 120,779,736 shares, or 61.78%, has signed a non-tender agreement and a shareholders' agreement. After the transaction, VIC and Dentsu Group would be the only shareholders, with voting rights of 38.22% and 61.78%, respectively, and the shares are expected to be delisted.
The board first backed the deal on Aug. 28, but the launch awaited antitrust clearance in Japan, China and the EU. VIC confirmed on Oct. 22 that all required procedures were complete, and a special committee reported on Oct. 30 that its earlier opinion was unchanged.
Dentsu Soken also reported January-September results. Net sales rose 10.4% to ¥133.8 billion, operating profit gained 9.9% to ¥17.9 billion, and net profit attributable to owners of the parent climbed 11.9% to ¥13.1 billion. The company kept its full-year forecast for net sales of ¥182.0 billion, operating profit of ¥25.5 billion and net profit of ¥18.0 billion. It paid an interim dividend of ¥22.50 and forecasts a year-end dividend of ¥0.00.
The tender offer runs from Nov. 2 to Dec. 2, 2026 (21 business days). If Dentsu Soken requests an extension, the period would be extended to 30 business days, ending Dec. 15, 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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