Source disclosure: February 17, 2026
NIPPON PALLET POOL CO.,LTD. [4690.T]
TOKYO — NIPPON PALLET POOL CO., LTD. (Code No.: 4690), listed on the Tokyo Stock Exchange's Standard Market, announced today that it has revised certain sections of its previous statement regarding the tender offer by Japan Pallet Rental Co., Ltd. The company’s president and CEO, Kazuyoshi Hamajima, issued this clarification through Executive Director Kinoshita Koji.
The original announcement made on January 30, 2026, detailed the board's support for the tender offer and recommended shareholders to participate. However, the company identified areas requiring correction, particularly concerning the agreements between the acquiring entity and major shareholders. Specifically, the document now clarifies that as of February 17, 2026, Japan Pallet Rental Co., Ltd. had entered into tender agreements not only with NIPPON EXPRESS HOLDINGS Co., Ltd. (NXHD), which owns 180,000 shares representing an 11.37% stake, but also with JR Freight Corporation, the largest shareholder holding 194,200 shares or 12.27%.
In explaining their decision to endorse the tender offer, the company highlighted several key factors influencing their judgment. These include the evolving market dynamics within the pallet rental industry, where advancements in plastic pallet technology have led many customers, notably from the petrochemical sector, to shift away from wooden pallets towards more durable plastic alternatives. This trend is exacerbated by increased competition from other companies operating in the plastic pallet rental segment.
Moreover, internal challenges such as an aging workforce—with an average age of 54.5 years—and uncertainty over continued support from parent companies like NXHD and JR Freight were cited as additional pressures necessitating significant business transformation. To address these issues, the company concluded that strategic initiatives including expansion into new markets, digitalization investments, and enhanced human capital management would be essential for future growth and value enhancement.
As part of ensuring transparency and fairness in the tender process, the company took measures to avoid conflicts of interest. All non-interested directors unanimously approved the recommendation, while independent legal and financial advice was sought to validate the transaction terms, including the offered price per share. At a special meeting held today, all participating directors except three—Kazuhiko Nakayasu, Ichizo Komori, and Sho Ogikawa—agreed to endorse the tender offer, with no objections raised by attending supervisory board members.
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