Sumitomo Mitsui Construction's board decided on 9 March to make Mitsui Sumiken Road a wholly owned subsidiary through a ¥2,000-a-share tender offer for the 46% of shares it did not own.
Why Sumitomo Mitsui Construction Co., Ltd. (Infroneer Holdings) is buying Mitsui Sumiken Road Co., Ltd.
The buyer said combining Mitsui Sumiken Road's road-paving expertise with its own bridge business and its parent Infroneer's public-private partnership record would strengthen bidding for public works, lower materials costs through scale, ease labour shortages and remove the cost of maintaining a separate listing.
Deal terms and financing
The offer sought 4,295,947 shares with a minimum of 1,203,500. Sumitomo Mitsui Construction first proposed ¥1,810 in February and raised its offer to ¥1,950 and then ¥2,000 after Mitsui Sumiken Road's special committee said earlier prices undervalued the company. The final price was a 24.46% premium to the close before the final proposal.
Regulatory approvals and timing
The tender ran from 10 March to 21 April 2026 and succeeded with 3,867,498 shares tendered (tender offer report, 22 April 2026). The buyer said it would acquire the remaining shares and delist the target from the TSE Standard market.
Market context
Infroneer Holdings acquired Sumitomo Mitsui Construction itself through a tender offer in 2025 and has been consolidating construction and infrastructure operations.
