Muninoba Holdings is set to become Anshin Guaranty’s parent on July 9 after a successful tender offer and a parallel transfer of Aiful’s entire 6,408,000-share holding. Those steps will give Muninoba 13,508,712 shares and 77.67 per cent of voting rights, enough to make it the parent company but still below the 90 per cent level Anshin cites in setting up the next squeeze-out step.
| Step | Date | Detail |
|---|---|---|
| Tender offer closes | July 2, 2026 | 7,100,712 shares tendered, above the 5,186,700-share minimum |
| Settlement and Aiful transfer | July 9, 2026 | Muninoba to buy the tendered shares and receive Aiful’s 6,408,000 shares via dividend in kind |
| Ownership after settlement | July 9, 2026 | 13,508,712 shares, 77.67% of voting rights |
| EGM record date | July 18, 2026 | Shareholders on the register can vote at the extraordinary meeting |
| Planned EGM agenda | Early September 2026 | Share consolidation and ending the charter provision on share trading units |
The tender offer closed on July 2 with 7,100,712 shares tendered, above the 5,186,700-share minimum, and the offer price was ¥257 a share. The offer also priced Anshin’s outstanding share acquisition rights at ¥1 each, though the disclosed purchase tally shows no such securities were acquired. Before settlement, Muninoba did not directly own Anshin shares, but it already had an indirect 39.02 per cent interest through subsidiaries Aiful, with 36.84 per cent, and AG Capital, with 2.17 per cent.
The Aiful leg is what shifts that existing group stake up to Muninoba itself. Under the dividend-in-kind agreement, Aiful will hand over its entire Anshin position on the same day the tendered shares are settled. Formally, July 9 is when Muninoba is expected to become Anshin’s parent, major shareholder and largest shareholder, while Aiful is expected to cease qualifying as an affiliated company and major shareholder. Muninoba’s attached notice also says Anshin will become its consolidated subsidiary on that date.
What Muninoba does not get is the 90 per cent voting-rights line. Because the combined holding remains below that threshold, Anshin said it has set July 18 as the record date for shareholders entitled to vote at an extraordinary general meeting planned for early September. The company expects to ask that meeting to approve a share consolidation and, conditional on that taking effect, an amendment ending the charter provision on share trading units. Control changes this month, but the final step still runs through another shareholder vote.
For minority holders, the important caveat is timing. The squeeze-out is planned, not completed, and Anshin said the meeting venue, exact resolutions and broader timetable will be disclosed later. Muninoba and Anshin also said the remaining procedural steps will be announced once settled. If the squeeze-out process is carried through, Anshin said the shares are expected to be delisted under Tokyo Stock Exchange rules and would no longer trade on the Standard market.
