ITOCHU said on 25 February 2026 that a wholly owned vehicle would launch a tender offer for the shares of ITOCHU-SHOKUHIN it does not already own, at ¥13,000 per share, as it moves to make the Tokyo-listed food and alcoholic drinks wholesaler a wholly owned subsidiary.
Why ITOCHU Corporation is buying ITOCHU-SHOKUHIN Co., Ltd.
ITOCHU said its Food Company aims to integrate every stage of the food supply chain, from resource development through manufacturing and wholesale to retail, and to strengthen logistics through digital tools. ITOCHU-SHOKUHIN, which traces its roots to 1886 and has been allied with ITOCHU since 1982, supplies supermarkets, general merchandise stores and convenience stores.
Deal terms and financing
The tender offer was made by G.K. FMDI, which ITOCHU owns outright, and ran from 26 February to 9 April 2026. ITOCHU's initial proposal was ¥9,611; it raised the price several times during talks with the target's special committee before agreeing ¥13,000. The minimum tender was set so that ITOCHU and its vehicle would hold at least two-thirds of the voting rights, and no majority-of-minority condition was imposed.
Regulatory approvals and timing
ITOCHU announced on 10 April 2026 that the offer had succeeded, with 4,768,910 shares tendered against a minimum of 1,801,900. ITOCHU-SHOKUHIN was expected to be delisted after squeeze-out procedures.
Market context
ITOCHU-SHOKUHIN's group comprises four subsidiaries and wholesales alcoholic drinks and food, providing storage, transport and merchandising services. ITOCHU announced a separate tender offer for a 20% stake in Sun Frontier Fudousan on the same day.
