Shl Global Management Limited made an tender offer to acquire 69.9% stake in SHL-JAPAN Ltd. (TSE:4327) from Yoshiko Shimizu, Tatsuya Shimizu, Naoya Shimizu and others for ¥14.8 billion on March 1, 2023. SHL-JAPAN Ltd. (hereinafter "the Company") indicated approval of a takeover bid to be made by Blossom Bidco Ltd. (unlisted) (hereinafter "the bidder") for shares of the Company, which is premised on a subsequent delisting of the shares. Additionally, the Company has announced that the bidder plans to demand that the Company put forth, at a general shareholders meeting after the completion of the takeover bid, an agenda item regarding a reverse stock split with a split ratio at which the number of shares held by shareholders of the Company other than the bidder and another shareholder will be less than one share. If the agenda item is approved in a resolution at the general shareholders meeting of the Company, the stock of the Company will be delisted. In addition, at the time of the Tender Offer, the Tender Offeror will enter into a non-tender agreement with Mynavi on March 1, 2023, and will not tender the non-tender shares owned by Mynavi in the Tender Offer. Offeror need to attain Minimum number of shares to be purchased is 2,193,300 shares. The tender offer start from March 2, 2023 to April 13, 2023.
The SHL Group has appointed Daiwa Securities Co., Ltd. and DC Advisory as its financial advisor for the transaction, Allen & Overy LLP, and Hideo Horikoshi, Shingo Yamada, Takenobu Tsuruoka, Yoshiyuki Kizu and Akira Iizuka of Nishimura & Asahi as their legal advisor for the transaction. Our Company has appointed Nomura Securities Co., Ltd. as our financial advisor and third-party calculation agency, and TMI Associates as our legal advisor

Shl Global Management Limited completed the acquisition of 63.09% stake in SHL-JAPAN Ltd. (TSE:4327) from Yoshiko Shimizu, Tatsuya Shimizu, Naoya Shimizu, and others for ¥13.4 billion on April 13, 2023.