Kobe Bussan Co., Ltd. disclosed on July 16 that it bought 1,400,000 shares of Makiya Co., Ltd., a 13.28% stake, in an off-market trade on July 15 at ¥1,198 a share, for total consideration of about ¥1.68bn. The purchase executes a capital and business alliance the two companies signed on May 26, 2026, which Kobe Bussan says is meant to maintain and strengthen cooperation under their existing franchise agreement.
The filing's real substance sits in the fine print. Kobe Bussan agreed not to transfer, pledge or otherwise dispose of its Makiya shares to a third party for a defined lock-up period. Once that period lapses, any sale still needs terms agreed with Makiya in advance, and Makiya holds a right of first refusal to buy the shares itself or name a buyer.
More restrictive still is the standstill: after the share allotment closed, Kobe Bussan committed not to raise its voting-rights ratio in Makiya above the level it held at that closing, whether directly or through subsidiaries and affiliates. If its ratio ever creeps above that mark, the agreement requires Kobe Bussan to sell down to the closing-level ratio as quickly as legally possible.
The result is a stake built for cooperation, not control. Kobe Bussan gets a seat at the table on a franchise partner's capital structure; Makiya keeps a hard ceiling on how far that partner can go.