ITOCHU-SHOKUHIN Co., Ltd.
Notice of Decision to Make a Share Purchase Request Concerning Our Shares by Itochu Corporation, Approval of the Share Purchase Request and Delisting of Our Shares
Itochu Corporation acquired 11,425,026 shares of our company (90.05% voting rights ownership ratio) and executed a share purchase request to all shareholders at 13,000 yen per share. Delisting is scheduled for May 19, 2026.
Key Figures
- Number of Shares Owned: 11,425,026 shares (90.05% voting rights ownership ratio)
- Consideration for Purchase: 13,000 yen/share (same as tender offer price)
- Delisting Date: 2026-05-19 (scheduled)
AI要約
Overview of Share Purchase Request
Itochu Corporation, through its subsidiary FMDI, has acquired 90.05% of our shares and, pursuant to the Companies Act, decided to make a share purchase request to all shareholders at 13,000 yen per share. As a result, our shares are scheduled to be delisted from the Tokyo Stock Exchange Prime Market on May 19, 2026. The payment for the purchase consideration will be made from Itochu Corporation's cash reserves.
Basis for Approval and Measures to Ensure Fairness
Our company established an independent special committee and, with advice from multiple independent third-party valuation organizations and law firms, reviewed the fairness of this transaction. The tender offer price includes a certain premium over the market price and is deemed fair to public shareholders. The Board of Directors approved the share purchase request unanimously, excluding interested parties. No protective provisions were established, ensuring shareholders have the opportunity to make their own decisions.
Itochu Shokuhin Co., Ltd.
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