Details of issuance or disposal
Issuance through a third-party allotment of the Fifth Series of stock acquisition rights (with an exercise price adjustment clause) and the Sixth through Ninth Series (with a Target Issue and adjustment option).
Fifth Series: 3,000,000 potential shares; Sixth Series: 200,000 shares; Seventh Series: 200,000 shares; Eighth Series: 100,000 shares; Ninth Series: 100,000 shares; Total: 3,600,000 shares
The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.
¥2,801,000 (Fifth Series: ¥2,550,000; Sixth Series: ¥104,000; Seventh Series: ¥78,000; Eighth Series: ¥35,000; Ninth Series: ¥34,000)
55.49% (55.53% on a voting rights basis)
The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance through a third-party allotment of the Fifth Series of stock acquisition rights (with an exercise price adjustment clause) and the Sixth through Ninth Series (with a Target Issue and adjustment option). |
| Number of shares to be issued or disposed of | Fifth Series: 3,000,000 potential shares; Sixth Series: 200,000 shares; Seventh Series: 200,000 shares; Eighth Series: 100,000 shares; Ninth Series: 100,000 shares; Total: 3,600,000 shares |
| Issue price and disposal price | Fifth Series: ¥85 per right; Sixth Series: ¥52 per right; Seventh Series: ¥39 per right; Eighth Series: ¥35 per right; Ninth Series: ¥34 per right |
| Total issue value | ¥2,801,000 (Fifth Series: ¥2,550,000; Sixth Series: ¥104,000; Seventh Series: ¥78,000; Eighth Series: ¥35,000; Ninth Series: ¥34,000) |
| Amount of funds to be raised | Total amount to be paid in: ¥1,785,801,000 (payment for the stock acquisition rights: ¥2,801,000; payment upon exercise: ¥1,783,000,000); estimated net proceeds: ¥1,773,901,500 |
| Estimated issuance expenses | ¥11,899,500 |
| Specific use of funds | Details Development research expenses, including animal studies and investigator-initiated clinical trials, for drug discovery research relating to the Company's pipeline / Amount Approximately ¥1,773 million / Scheduled timing of expenditures From January 2027 through December 2029 |
| Payment date | 29 October 2026 |
| Intended allottee | Name Long Corridor Alpha Opportunities Master Fund(LCAO) / Number of Shares Fifth Series: 2,220,000 shares; Sixth Series: 148,000 shares; Seventh Series: 148,000 shares; Eighth Series: 74,000 shares; Ninth Series: 74,000 shares, Name MAP246 Segregated Portfolio / Number of Shares Fifth Series: 240,000 shares; Sixth Series: 16,000 shares; Seventh Series: 16,000 shares; Eighth Series: 8,000 shares; Ninth Series: 8,000 shares, Name BEMAP Master Fund Ltd. / Number of Shares Fifth Series: 540,000 shares; Sixth Series: 36,000 shares; Seventh Series: 36,000 shares; Eighth Series: 18,000 shares; Ninth Series: 18,000 shares |
| Intended allottee's holding policy | For the purpose of pure investment, the policy is generally not to hold the stock acquisition rights or the shares acquired upon exercise for an extended period, but to sell them in the market based on share price movements, and to sell them off-market if a counterparty for a block trade can be found. |
| Dilution Rate | 55.49% (55.53% on a voting rights basis) |
| Total number of issued shares | 6,487,114 shares → 10,087,114 shares (if all stock acquisition rights are exercised)(55.49%) |
| Basis for determining the amount to be paid | The initial exercise price of ¥426 for the Fifth Series is the same as the closing price on the trading day immediately preceding the date of the issuance resolution. The exercise price for the Fifth Series will be adjusted to 90% of the closing price on the adjustment reference date, with a floor of ¥213. The exercise prices are ¥600 for the Sixth Series, ¥800 for the Seventh Series, ¥1,000 for the Eighth Series and ¥1,250 for the Ninth Series. The issue price of the stock acquisition rights is the same as the valuation determined through a Monte Carlo simulation by an independent valuation agency. |
| Exercise price | Fifth Series: initial exercise price of ¥426, adjusted to 90% of the closing price on the adjustment reference date, with a floor of ¥213. Sixth Series: ¥600; Seventh Series: ¥800; Eighth Series: ¥1,000; Ninth Series: ¥1,250. An adjustment option may be added to the Sixth through Ninth Series by resolution of the Board of Directors, with a minimum exercise price of ¥213. |
| Exercise period | From 30 October 2026 through 29 October 2029 (if the final day is not a trading day, the preceding trading day) |
| Number of Stock Acquisition Rights | Total of 36,000 rights (Fifth Series: 30,000; Sixth Series: 2,000; Seventh Series: 2,000; Eighth Series: 1,000; Ninth Series: 1,000). Unexercised balance: Not disclosed. |
| Reason for acquisition without consideration | If the Board of Directors resolves to acquire them, all or part of the rights may be acquired at an amount equal to the issue price. On the final day of the exercise period, all remaining rights will be purchased at an amount equal to the amount to be paid in. |
| Procedures under the Corporate Code of Conduct | An opinion letter on the necessity and appropriateness of the financing was obtained from a third-party committee comprising 3 outside directors and outside Audit & Supervisory Board members, dated 13 October 2026. No confirmation of shareholder intent will be sought at a general meeting of shareholders. |
| Most recent equity financing | Timing 24 December 2021 / Type Paid allotment of shares to a third party / Amount Not disclosed |
| Major shareholders after the offering | Because the intended allottees have a policy of selling the shares without holding them for the long term, the major shareholders and ownership percentages after the offering are omitted. |
| Impact on Business Performance | Although an increase in total assets and shareholders' equity is anticipated, the impact on the earnings forecast for the fiscal year ending December 2026 is expected to be limited. |
Items this document does not state (7)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To secure research and development expenses, including animal studies and investigator-initiated clinical trials for the Company's pipeline, planned from January 2027 through December 2029.