Ship Healthcare Holdings (3360) said on Nov. 6 it will launch a tender offer at ¥1,970 per share for Charm Care Corporation (6062), an equity-method affiliate in which it indirectly holds 29.33%, with the aim of making it a wholly owned subsidiary.
Ship Healthcare holds 9.6 million Charm Care shares through its wholly owned unit STK, the target's largest shareholder. STK has confirmed it will not tender its stake.
| Item | Detail |
|---|---|
| Offer price (common share) | ¥1,970 |
| Stock acquisition rights (Series 1-4) | ¥1 per unit |
| Offer period | Nov. 9-Dec. 21, 2026 |
| Minimum tender | 12,194,500 shares (37.25%) |
| Maximum tender | None |
The offer will not proceed if tendered shares fall short of the minimum, which was set so that Ship Healthcare's direct and indirect voting rights would reach at least two-thirds of the total. If only the minimum is purchased, its ownership ratio would be 66.73%, the company said.
Ship Healthcare signed a tender agreement on Nov. 6 with Takahiko Shimomura, Charm Care's chairman and CEO and second-largest shareholder. Shimomura will tender 5,280,000 of his 5,313,600 shares (16.13%), excluding 33,600 restricted shares, and agreed not to exercise or tender his 1,740 stock acquisition rights and to waive them if the offer succeeds.
Charm Care's board expressed support for the offer and recommended that shareholders tender, while leaving the decision to holders of stock acquisition rights.
Next steps: The tender offer runs from Monday, Nov. 9, to Monday, Dec. 21, 2026, a period of 30 business days.
| Hob Co., Ltd. | |
| Offer price | ¥1,140 per share |
| Shobunsha Holdings | |
| Offer price | ¥752 per share |
| Charm Care Corporation | |
| Tender offer price | ¥1,970 per share |
| GEOSTR Corporation | |
| H1 net profit | ¥951 million (up 118.9%) |
| Dai Nippon Toryo Co., Ltd. | |
| H1 net profit attributable to owners | ¥3.43 billion (up 144.2%) |
| Shinto Paint Co., Ltd. | |
| Share exchange effective date | Feb. 25, 2027 (scheduled) |
| Up Garage Group | |
| Maximum shares to be purchased | 880,000 shares (11.09%) |
| Nakku | |
| H1 net income | loss of ¥62 million |
| M&A / TOB | 23 |
| Guidance | 83 |
| Buybacks | 28 |
| Dividends | 22 |
| Capital | 11 |
| Earnings | 275 |
| People | 2 |
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