Source disclosure: February 18, 2026
Alleanza Holdings Co., Ltd. [3546.T]
TOKYO, Feb 18 (JCN Newswire) - Alleanza Holdings Co., Ltd. (Code No.: 3546, Prime Market of Tokyo Stock Exchange), announced today that it has made corrections to certain parts of its previously issued press release dated February 13, 2026, regarding Kunnan Shoji Co., Ltd.'s tender offer for the company's common shares and subscription rights.
The announcement pertains to Kunnan Shoji Co., Ltd.'s public tender offer for the ordinary shares and subscription rights of Alleanza Holdings Co., Ltd. The company stated that there were areas requiring correction within the content of the previous press release. Underlined sections indicate where changes have been made. Additionally, an attached document titled "Notice on the Commencement of Public Tender Offer for Securities of Alleanza Holdings Co., Ltd. (Stock Code: 3546) and the Conclusion of Capital Business Alliance Agreement" also contains some amendments.
Regarding the opinion statement concerning the tender offer, the corrected version includes detailed information about the basis and reasons behind the board's support for the tender offer. Specifically, the revised section clarifies ownership ratios and the number of shares involved. For instance, the total outstanding share count as of November 30, 2025, is calculated by subtracting self-held shares from the total issued shares of 30,193,386, resulting in 30,182,951 shares after accounting for the BB Trust shares held by Nomura Trust & Banking Co., Ltd. Adding the purposeful share count derived from remaining subscription warrants brings the potential share count to 30,220,247 shares.
Moreover, the corrected version specifies the agreements reached between Kunnan Shoji Co., Ltd. and Asakura HD, the third-largest shareholder of Alleanza Holdings Co., Ltd., which owns 1,043,100 shares representing 3.45% of the total outstanding shares. It also outlines the agreement between Kunnan Shoji Co., Ltd. and Akira Asakura, the seventh largest shareholder who holds 275,639 shares or 0.91%. When combined, these holdings amount to 1,318,739 shares or 4.36%.
In addition, the board resolution from the February 12, 2026, meeting is clarified. The decision recommended shareholders to tender their securities based on considerations such as the terms of exercising subscription warrants and the price set for them during the tender offer process. The board concluded that the exercise price of one yen per warrant did not incentivize holders to participate in the tender offer, thus leaving this decision up to individual warrant holders' discretion. Detailed deliberations leading to this decision can be found under the section detailing measures to ensure fairness and avoid conflicts of interest in the tender offer process.
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