Hakuhodo Dy Holdings to acquire Digital Holdings in tender offer

Hakuhodo Dy Holdings announced a tender offer to acquire all shares of Digital Holdings at JPY 1,970 per share, with an offer period from September 12, 2025, to October 28, 2025. This move aims to make Digital Holdings a wholly-owned subsidiary, with the offer being conditional on achieving a minimum of 7,572,454 shares, representing 40.55% of the outstanding shares. Hakuhodo Dy Holdings believes this will enhance digital marketing capabilities and expand its client base.

The tender offer also includes the acquisition of Digital Holdings' share options, specifically the 9th series at JPY 79,100 per option and the 10th series at JPY 95,400 per option. To facilitate this, Hakuhodo Dy Holdings will acquire all shares of HIBC Co., Ltd. and Time and Space Co., Ltd. from existing shareholders. Additionally, Digital Holdings' Financial Services business, operated by Bankable Co., Ltd., will be liquidated, and its related assets and liabilities will be absorbed by Hakuhodo Dy Holdings through a simplified absorption-type company split, effective November 5, 2025, conditional on the tender offer's success.