Source disclosure: February 17, 2026
Nousouken Corporation [3541.T]
TOKYO — Nousouken Corporation announced on Friday that its board supports and recommends shareholders to tender their shares as part of a public offer by SOMPO Light Vortex Co., Ltd., a wholly-owned subsidiary of SOMPO Holdings Inc. The tender offer, which began on December 26, 2025, concluded on February 16, 2026.
According to the company's statement, the total number of shares and subscription warrants offered exceeded the minimum threshold of 10,688,800 units, ensuring the success of the tender offer. Specifically, SOMPO Light Vortex received tenders for 16,562,200 ordinary shares and 1,600 subscription warrants. As a result, the settlement process is scheduled to begin on February 24, 2026.
The successful tender offer will lead to significant changes in the ownership structure of Nousouken Corporation. On February 24, 2026, following the completion of the tender offer settlement, SOMPO Light Vortex will own more than 50% of the voting rights, thereby becoming both the parent company and the largest shareholder of Nousouken Corporation. Consequently, SOMPO Holdings Inc., through its indirect shareholding via SOMPO Light Vortex, will also become the parent company of Nousouken Corporation.
SOMPO Light Vortex, headquartered in Tokyo, operates under the leadership of President and CEO Miyamoto Atsushi. It specializes in utilizing digital technology to develop and sell products and services. With a capital stock of ¥12.198 billion (as of March 31, 2025), the company was established on July 1, 2021.
Meanwhile, SOMPO Holdings Inc., led by Group CEO and Representative Director Chairman Okumura Masao, oversees a diverse range of businesses including domestic and international insurance operations, healthcare, and caregiving services. Its capital stock stands at ¥100.045 billion (as of December 31, 2025). Notably, the top shareholders of SOMPO Holdings include Japan Trustee Services Bank (Trust Account) with 15.94%, Nomura Asset Management Co., Ltd. (Trust Account) with 5.90%, and State Street Bank and Trust Company with various holdings totaling approximately 5.62%.
These developments signal a strategic shift in the governance and direction of Nousouken Corporation, aligning it closely with the broader portfolio of SOMPO Holdings.
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