Source disclosure: February 13, 2026
TAKARA HOLDINGS INC. [2531.T]
TOKYO, Feb 13, 2026 (JCN Newswire) - Takara Holdings Inc. (Tokyo Stock Exchange Prime Market; code number: 2531), announced today that its board of directors has approved and recommended a tender offer to acquire all outstanding shares of Takara Bio Inc. (Tokyo Stock Exchange Prime Market; code number: 4974).
As of February 13, 2026, Takara Holdings owns approximately 60.91% of Takara Bio's issued share capital, totaling 73,350,000 ordinary shares out of the total 120,415,600 shares outstanding as reported by Takara Bio in its third quarter earnings announcement for the fiscal year ending March 2026.
The tender offer aims to fully consolidate Takara Bio under Takara Holdings' control. The offer price is set at JPY 1,150 per share, targeting the acquisition of all remaining ordinary shares not already owned by Takara Holdings or held by Takara Bio itself as treasury stock. This move will enable Takara Holdings to achieve full ownership of Takara Bio, subject to regulatory approvals and other conditions stipulated in the tender offer document.
In addition to setting a minimum acceptance threshold of 6,927,000 shares representing 5.75% of Takara Bio's outstanding shares, the offer does not specify an upper limit on the number of shares it intends to purchase. Should the number of shares tendered exceed this minimum threshold, Takara Holdings plans to accept all such shares submitted. If the tender offer results in insufficient shares being acquired to meet the required two-thirds majority voting rights needed for certain corporate actions, Takara Holdings reserves the right to proceed with squeeze-out procedures as outlined in its press release.
Furthermore, Takara Holdings expects to finance the transaction through a loan from Mizuho Bank, contingent upon the successful completion of the tender offer. Detailed terms of this financing arrangement will be finalized separately between Takara Holdings and Mizuho Bank. As part of this process, Takara Bio's board also expressed support for the tender offer and encouraged shareholders to participate.
This strategic move aligns with Takara Holdings' long-term vision "Smiles in Life ~ A Smile Is a Treasure~" which was updated in September 2025 to encompass three core business areas: alcohol and Japanese foodstuffs, life science industry support, and new ventures. By integrating Takara Bio more closely within its corporate structure, Takara Holdings seeks to enhance its global presence and competitiveness across these sectors.
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