Aeon Co., Ltd.
Notice Regarding the Commencement of Tender Offer for Shares of Sunday Co., Ltd. (Securities Code: 7450)
AEON Co., Ltd. has commenced a tender offer to acquire shares of Sunday Co., Ltd. at 1,280 yen per share. The planned number of shares to be purchased is 2,517,495 shares, with total consideration of 3,222 million yen. The offer period is scheduled from January 9, 2026 to March 4, 2026.
Key Figures
- Tender Offer Price: 1,280 yen (approximately 26.11% premium)
- Planned Number of Shares to be Purchased: 2,517,495 shares
- Total Tender Offer Consideration: 3,222 million yen
AI要約
Overview and Purpose of the Tender Offer
AEON Co., Ltd. intends to acquire shares and stock acquisition rights of Sunday Co., Ltd. through a tender offer pursuant to the Financial Instruments and Exchange Act, aiming to make Sunday a wholly owned subsidiary. The tender offer price is set at 1,280 yen per share and 1 yen per stock acquisition right. There is no upper limit on the number of shares to be purchased, and all tendered shares and rights will be acquired. Following the tender offer, a squeeze-out procedure through share consolidation and sale request of shares is planned.
Background and Synergy Effects of the Tender Offer
Considering the target company’s operating loss and shrinking market in the Tohoku region, AEON aims to promote swift and flexible management reforms by making Sunday a wholly owned subsidiary. Expected synergies include store integration with AEON Tohoku, formation of a new store model, improvement of profitability through unified and consolidated procurement, and expansion of the food business.
Fairness of the Tender Offer Price and Procedures
Based on stock valuation conducted by independent third-party valuation institutions (Nomura Securities, Mizuho Securities, and Plutus Consulting), the tender offer price includes a premium of approximately 26% over the market price, judged as fair and reasonable. The target company’s independent special committee also ensures fairness, with procedures implemented giving due consideration to shareholder interests.
Post-Tender Offer Management Policy and Delisting Outlook
After the tender offer is successful, AEON will respect the target company’s management autonomy while promoting synergy initiatives. Although the composition of directors is undecided, the basic policy is to maintain employee employment without disadvantageous changes. It is expected that the target company’s shares will be delisted as a result of the tender offer; however, the impact on financing and creditworthiness is considered limited.
