Kokuyo Completes 46.82% Thien Long (TLG) Stake Buy, Plans Tender for 65%

Overview

Kokuyo Co., Ltd. of Japan has completed the acquisition of a 46.82% stake in Tập đoàn Thiên Long (HOSE: TLG) from the company’s largest shareholder, Công ty Đầu tư Thiên Long An Thịnh (TLAT), after receiving approval from the competent authority. The Japanese stationery group now intends to conduct a public tender offer for an additional 18.19% of TLG, which would take its ownership to 65.01% and make Thiên Long a subsidiary.

Key Facts

• TLAT transferred its entire holding of nearly 45.2 million TLG shares, equal to 46.82% of charter capital, to Kokuyo; the transfer completed on the day of the announcement.
• Kokuyo plans a public tender offer for a further 18.19% of TLG, targeting total ownership of 65.01%.
• Kokuyo’s December disclosure indicated a planned spend of about JPY 27.6 billion, equivalent to roughly VND 4,700 billion at that time.
• The latest Thiên Long announcement does not confirm the total transaction value.
• TLG reported nine-month consolidated net revenue of about VND 3,621 billion, up 12% year on year, and after-tax profit of more than VND 423 billion, up about 12.5%.
• Net profit margin for the nine months was 11.7%, broadly unchanged from the prior-year period.
• Thiên Long was founded in 1981 and exports to more than 75 countries and territories; Kokuyo, founded in 1905, already sells Campus-branded products in Vietnam and has supplied OEM production for TLG.

What Happened

Thiên Long disclosed that TLAT had completed the transfer of its entire stake to Kokuyo after the required regulatory approvals were obtained. TLAT was the company’s largest shareholder, holding close to 45.2 million shares, or 46.82% of charter capital. The announcement states that subsequent steps, including the tender offer for TLG shares, will be carried out by Kokuyo in accordance with regulations.

Thiên Long’s management said the ownership change does not directly affect day-to-day production and business operations, and that the company will continue to focus on product quality, service standards and operating efficiency. The transfer follows a disclosure late last year that TLAT was in negotiations with Kokuyo over the whole stake, alongside Kokuyo’s stated intention to tender for an additional 18.19%. Chairman Cô Gia Thọ told VnExpress that Kokuyo’s track record suggested a style of investment that preserves local brands rather than pursuing a conventional takeover, and that he felt reassured handing Thiên Long to such a company.

Market Context

TLG trades on the HOSE and last closed at VND 54,500. The stock sits in the consumer staples segment, where Thiên Long holds a leading position in pens and office stationery domestically and an established export book spanning more than 75 markets. The transaction is a controlling-stake M&A event rather than an operating development, so near-term price direction is likely to be anchored by the tender offer terms rather than by sector fundamentals. The article does not specify the tender offer price.

Strategic Significance

The thesis rests on consolidation and cost synergy rather than a turnaround. Kokuyo already sells Campus products in Vietnam and has used Thiên Long for OEM manufacturing, so full control allows the Japanese group to integrate sourcing, production and distribution across its regional footprint while retaining the Thiên Long brand, consistent with the pattern Chairman Cô Gia Thọ cited. For minority holders, the key variable is the tender price relative to the VND 54,500 close and to the roughly VND 4,700 billion implied valuation disclosed in December; a tender at or above market would set a reference floor, while a low tender would leave the free float thin and the stock reliant on the 34.99% residual. The nine-month margin of 11.7% and 12% revenue growth suggest the operating base is stable going into the ownership transition.

What to Watch

• Filing of the official tender offer registration, including the offer price, volume and timetable.
• Disclosure of the final transaction value, which the latest announcement does not confirm.
• Post-tender free float and any resulting change in index eligibility or foreign-ownership limits.
• Board and management changes following consolidation, and whether Thiên Long is reclassified as a subsidiary in Kokuyo’s accounts.
• Q4 and full-year 2026 TLG results, the first reporting period under the new controlling shareholder.