Katsu Corporation Limited, the asset-management vehicle run by Art Vivant founder Katsumi Nozawa, filed an amended large-shareholding report with Japan's Financial Services Agency on July 17, 2026, disclosing the terms it struck with Orsay Co., Ltd., the company mounting a tender offer for the Tokyo Stock Exchange-listed retailer. Orsay's offer runs from July 13 to August 25, 2026.
Katsu Corporation and Nozawa filed jointly. Between them they hold 36.37% of Art Vivant's 9,152,316 outstanding shares, up from 36.37%.
| Filer | Shares Held | Current Ratio | Previous Ratio | Tender Offer Commitment |
|---|---|---|---|---|
| Katsu Corporation Limited | 3,090,000 | 33.76% | 33.93% | Will not tender; votes for squeeze-out |
| Katsumi Nozawa | 238,984 | 2.61% | 2.24% | Tenders 190,984 shares; keeps 48,000, votes them for squeeze-out |
| Combined | 3,328,984 | 36.37% | 36.17% | - |
Under the basic agreement signed July 10, 2026, Katsu Corporation, which holds 3,090,000 shares (33.76%), will not tender any of them into Orsay's offer. If the offer succeeds, Katsu Corporation has agreed to vote all of those shares in favor of the resolutions needed for a squeeze-out procedure at the issuer's extraordinary shareholders' meeting. That procedure is designed to leave Orsay and Katsu Corporation as Art Vivant's only shareholders.
Nozawa himself holds 238,984 shares (2.61%) directly. He has agreed to tender 190,984 of them into the offer and keep 48,000 outside it. Those untendered shares, along with the rest of his stake, are covered by the same commitment to vote for the squeeze-out once the tender closes. Nozawa's ratio rose from 2.24% to 2.61% since the last report, while Katsu Corporation's slipped from 33.93% to 33.76% even though its own share count, 3,090,000, did not change; the filing does not explain the shift.
The filing's stated trigger was narrower than the tender itself: Katsu Corporation had pledged 300,000 Art Vivant shares as collateral against a loan from Art Vivant, and that pledge was released on July 10, 2026, the same day the Orsay agreement was signed. Separately, the report shows Katsu Corporation's own funding for its Art Vivant stake, ¥2.92bn, was borrowed from Nozawa personally.
What the amendment does not disclose is the price Orsay is offering per share or the total value it is putting on Art Vivant. Those terms sit in Orsay's own tender-offer registration, not in this shareholder filing.
