M3, Inc. (TSE:2413) entered into a share tender agreement to acquire a 55% stake in Benefit One Inc. (TSE:2412) from Pasona Group Inc. (TSE:2168) and others for approximately ¥140 billion on November 14, 2023. The offer price is ¥1600 cash per share. The transaction is subject to minimum tender of 81,210,400 shares and maximum of 87,307,300 shares.

The offer period will commence on November 15, 2023, and end on December 13, 2023. As of August 31, 2023, Benefit One decided to establish a Special Committee, which is comprised of three independent outside directors of the Benefit One Tomonori Fujiike, Nobuyasu Kubo, and Toshiaki Hamada. As of December 13, 2023, M3 has decided to extend the tender offer period to January 17, 2024 from December 13, 2023, as the Company received a request from Benefit One which has received the competing offer from Dai-ichi Life Holdings, Inc. As such, the commencement date of settlement of the Tender Offer occurs on January 24, 2024.

As of January 16, 2024, start date of settlement of tender offer changed to February 22, 2024 from January 24, 2024. As of January 16, 2024, M3, Inc. decided to extend the tender offer period to February 15, 2024 from January 17, 2024. Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. acted as a financial advisor and Mori Hamada & Matsumoto LPC acted as legal advisor to Benefit One Inc. SMBC Nikko Securities Inc. acted as a financial advisor and Anderson Mori & Tomotsune LPC acted as legal advisor to M3, Inc. As of February 14, 2024, M3, Inc. decided to extend the tender offer period to February 29, 2024, and Commencement date of settlement of the Tender Offer to March 7, 2024.