Toyota Industries Corporation
Notice of Expression of Support and Recommendation for Participation Regarding the Tender Offer for Our Shares by Toyota Real Estate Co., Ltd.
Toyota Asset Preparation Co., Ltd., established by Toyota Real Estate Co., Ltd., will commence a tender offer for shares of Toyota Industries Corporation on January 15, 2026. The offer price has been raised to ¥18,800 per share, with the Board of Directors expressing support and recommending shareholders to participate.
Key Figures
- Tender Offer Price: ¥18,800 (Increased 15.34% from initial ¥16,300)
- Lower Limit of Scheduled Shares for Purchase: 126,215,300 shares (42.01% ownership ratio)
- Revenue for 2nd Quarter of Fiscal Year Ending March 2026: ¥2,058,680 million
- Operating Income for 2nd Quarter of Fiscal Year Ending March 2026: ¥37,526 million
- Net Income Attributable to Owners of Parent for 2nd Quarter of Fiscal Year Ending March 2026: ¥91,117 million
AI要約
Overview of the Tender Offer
Toyota Asset Preparation Co., Ltd., established by Toyota Real Estate Co., Ltd., will commence a tender offer for ordinary shares of Toyota Industries Corporation starting January 15, 2026. The offer price has been raised from the initial ¥16,300 to ¥18,800 per share. The tender offer is conducted with cooperation from Toyota Real Estate, Toyota Motor Corporation, the Toyota family, and various Toyota Group companies. The lower limit of the shares planned for purchase is set at 126,215,300 shares. Following completion of the tender offer, a squeeze-out procedure via share consolidation is planned, leading to delisting.
Company's Decision Making and Fairness Assurance Measures
The Company’s Board of Directors resolved to support the tender offer and recommends shareholders to participate. A special committee was established, and independent financial advisors and third-party valuation organizations (SMBC Nikko Securities, EY Strategy and Consulting, Mitsubishi UFJ Morgan Stanley Securities) provided share value assessment reports and fairness opinions. Based on these evaluations, the tender offer price of ¥18,800 is determined to appropriately reflect the company's intrinsic value and is considered a fair price. Procedures have been implemented with careful consideration to fairness, transparency, and protection of minority shareholders’ interests.
Post-Tender Offer Management Policy and Synergy Effects
Post-tender offer, the operating structure for the Company’s automotive and textile machinery businesses will be maintained to enhance competitiveness in the automotive sector. The industrial vehicle business will strengthen cooperation with Toyota Group companies through privatization via Toyota Real Estate, accelerating R&D in growth areas such as electrification and autonomous driving. Further development of the logistics solutions business and contributions toward a decarbonized society are also anticipated. Disadvantages related to fund procurement due to privatization are considered limited, with due consideration for maintaining employee employment and brand value.