Shinko Shoji shareholders approved the share consolidation that is meant to leave Kaga Electronics as the company's only shareholder. The earlier vote notice set the meeting; the vote result is now in, and the company's notice lays out a planned timetable for the steps that follow.
The vote
At the extraordinary shareholders' meeting on October 9, the consolidation resolution drew 248,459 votes for, 11,371 against and 93 abstentions, an approval share of 95.59%, according to the company's extraordinary report. The charter amendment resolution passed with the same 95.59%. Passage required at least two-thirds of the votes of attending holders.
The timetable
The company's timetable has the stock designated a security on notice from October 9 to October 28, with last trading planned for October 28. Delisting from the Tokyo Stock Exchange Prime market is expected on October 29, and the consolidation is scheduled to take effect on November 2. The ratio is 7,894,651 shares into one, which is planned to cut 29,347,657 shares to three. Every holder except Kaga Electronics would then hold less than one share.
What minority holders get
Shinko Shoji plans to sell the combined fractions to Kaga Electronics with court permission. If permission is granted as expected, the company plans to set the price so that holders receive ¥1,580 per share, the tender offer price, based on their holdings on October 30. The notice says the actual amount may differ if the court refuses permission or rounding is needed.
The company expects to petition the court in mid-November and sell in mid-December. It expects payment to shareholders in late March 2027. Kaga Electronics plans to fund the purchase with a loan from MUFG Bank.