ART VIVANT CO.,LTD.'s representative director, chairman and president has bought control of the company he runs, using a shell company he owns outright.
Orsay Co., Ltd., a holding vehicle set up in August 2025 with just ¥5,000 in capital, completed a tender offer for ART VIVANT shares on August 25, 2026, at ¥1,900 apiece. The offer needed at least 3,845,584 shares to succeed; it drew 5,466,270, comfortably clearing the threshold.
Orsay set no upper limit on the number of shares it would buy. The offer's maximum, 5,978,487 shares, was simply the total ART VIVANT stock outstanding minus stock the deal was never meant to touch: the 3,090,000 shares already held by Katsu Corporation, the chairman's separate asset-management company, and unvested restricted stock issued to ART VIVANT's directors and one executive officer.
| Metric | Value |
|---|---|
| Tender offer price | ¥1,900 per share |
| Offer period | July 13 to August 25, 2026 |
| Minimum shares required | 3,845,584 shares |
| Shares tendered | 5,466,270 shares |
| Orsay's resulting stake | 59.73% (54,662 voting units) |
| Combined insider stake (Orsay, Katsu Corporation and the chairman's direct holding) | 94.02% (86,042 voting units) |
| Outgoing top shareholder | 39.93% before, 0% after |
| Settlement date | September 1, 2026 |
The result reshapes ART VIVANT's ownership overnight. Effective September 1, 2026, Orsay becomes the company's parent and top shareholder, holding 54,662 voting units, a 59.73% stake, on its own. Add the shares held by Katsu Corporation and the chairman's own direct holding, and the insider group controls 86,042 voting units, or 94.02% of ART VIVANT.
The company's previous top shareholder, who held 36,546 voting units (39.93%), tendered the entire stake and drops to zero.
ART VIVANT flagged the obvious related-party wrinkle in its own disclosure: Orsay and ART VIVANT have no capital relationship on paper, but the same person serves as representative director of both, and Orsay is therefore classified as a related party of the company it now controls.
The company says Orsay and Katsu Corporation intend to carry out the squeeze-out procedures laid out in ART VIVANT's July 10 MBO announcement, aiming to leave the two of them as the only shareholders. Once that happens, ART VIVANT expects to meet the Tokyo Stock Exchange's delisting criteria and come off the Standard Market. No date has been set; the company says it will announce specifics once agreed with Orsay.