Source disclosure: January 29, 2026
MANDOM CORPORATION [4917.T]
TOKYO, Jan 29 (Kyodo) - Mandom Corporation, represented by President and CEO Ken Nishimura (code: 4917, Prime Market of Tokyo Stock Exchange), announced on Sunday that it has made partial changes to its previous statements supporting a tender offer and recommending shareholders to tender their shares.
The company had previously issued several press releases regarding these matters since September 25, 2025. The latest updates include modifications due to recent developments related to the tender offer initiated by Karon Holdings Co., Ltd. According to Karon Holdings, they have revised the price per share for the tender offer from January 28, 2026, and extended the tender period until February 12, 2026, following regulatory requirements under the Financial Instruments and Exchange Act.
Additionally, Mandom disclosed that it will continue to support the tender offer as stated in its December 4, 2025, press release. However, the company noted that future circumstances may lead to a change in this stance. Therefore, shareholders are advised to remain vigilant about any further announcements from the company.
Regarding the specifics of the tender offer, Karon Holdings confirmed agreements with the Nishimura family shareholders concerning additional investments post-tender. These investments are expected to be structured such that the Nishimura family's new Special Purpose Company (SPC) will hold approximately 22.7% of total voting rights after completing both the voluntary and non-voluntary investment phases. This structure is designed to ensure compliance with regulatory limits while facilitating the transaction's completion.
Moreover, the A-type preferred shares issued by the SPC come with preferential dividend rights, residual asset distribution rights, and redemption clauses. The valuation of these shares aligns with the adjusted tender offer price of 2,520 yen per share, subject to minor adjustments based on the share consolidation ratio during the squeeze-out process. The design ensures economic parity between ordinary and preferred shares based on the amount invested. Specifically, the Nishimura Scholarship Foundation plans to receive A-type preferred shares to comply with legal requirements for charitable organizations, ensuring continuous alignment with their mission despite potential restrictions on dividends.
AI-translated content. 🟢 Confidence: High See terms • Original filing