Worth reading
90Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
95.85
% (maximum dilution as a percentage of total shares outstanding)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of the 10th Series of Stock Acquisition Rights through a third-party allotment (with an option to revise the exercise price)
発行・処分する株式数
10,000,000 common shares (100,000 Stock Acquisition Rights, with each right representing 100 common shares)
Intended allottee
Name S Crypto Energy Inc. / Number of stock acquisition rights 56,000 Stock Acquisition Rights, Name 株式会社US / Number of stock acquisition rights 17,600 Stock Acquisition Rights, Name Misaki Yuta (三崎優太) / Number of stock acquisition rights 22,000 Stock Acquisition Rights, Name Kawamoto Kazuma (河本和真) / Number of stock acquisition rights 4,400 Stock Acquisition Rights
¥242 per Stock Acquisition Right
Total issue value
¥24,200,000
Amount of funds to be raised
Total amount paid in: ¥2,554,200,000; estimated net proceeds: ¥2,410,490,000
Estimated issuance expenses
Estimated issuance expenses: ¥143,710,000
Specific use of funds
Working capitalAmount ¥100 million / Scheduled timing of expenditures May 2026–March 2027
Debt repaymentAmount ¥460 million / Scheduled timing of expenditures May 2026–April 2028
AI data center businessAmount ¥900 million / Scheduled timing of expenditures May 2026–April 2028
Cryptocurrency acquisitionsAmount ¥250 million / Scheduled timing of expenditures September 2026–July 2027
Minority investmentsAmount ¥250 million / Scheduled timing of expenditures May 2026–April 2028
Equity investments (M&A)Amount ¥450 million / Scheduled timing of expenditures April 2026 to April 2028
Existing Shares and Increase
+95.85%Rate of increase
10,432,773 shares20,432,773Shares
95.85% (95.88% 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.
Terms of the stock acquisition rights
Exercise price
The initial exercise price is ¥253. From 8 November 2026, the price may be revised by resolution of the Board of Directors to 90% of the closing price on the immediately preceding trading day. The initial floor exercise price is ¥197, subject to adjustment provisions.
Exercise period
8 May 2026 to 8 May 2028
Number of Stock Acquisition Rights
Total issued: 100,000 Stock Acquisition Rights. Unexercised balance: Not disclosed.
Offering structure
Major shareholders after the offering
Because the proposed allottees have no agreement requiring long-term ownership and will hold the shares for investment purposes only, no post-allotment major shareholders or shareholdings are disclosed.
Intended allottee's holding policy
The Stock Acquisition Rights will be held for investment purposes only. There is no agreement requiring continued ownership, and the shares acquired are intended to be sold from time to time, including through market sales. S Crypto Energy Inc. intends to hold its investment based on its assessment of the company's medium- to long-term growth potential, while selling part of its holdings through the market as necessary.
Payment date
7 May 2026
Basis for determining the amount to be paid
The initial exercise price of ¥253 represents 90% of the closing price on the immediately preceding trading day, 17 April 2026, reflecting a 10% discount. The revised exercise price will be 90% of the closing price on the trading day immediately preceding the resolution to revise the price. The price of ¥242 per Stock Acquisition Right is equal to the valuation calculated by an independent third-party valuation institution using a Monte Carlo simulation.
Procedures under the Corporate Code of Conduct
A third-party committee comprising attorney Oshita Yoshihito (大下良仁), who is reasonably independent of management, and outside directors and Audit and Supervisory Committee members Kondo Yoji (近藤洋治) and Minagawa Shigeki (皆川茂基), was established. An opinion letter regarding the necessity and appropriateness of the transaction was obtained dated 20 April 2026.
Most recent equity financing
Timing Not disclosed / Type 8th Stock Acquisition Rights / Amount Financial advisor fees stated as 5% of the funds raised (the amount raised itself: Not disclosed)
Impact on Business Performance
The company expects the use of the proceeds for the stated purposes to contribute to medium- to long-term business expansion, higher earnings and a stronger financial base. If a revision to the current fiscal year's earnings forecast becomes necessary, the company plans to disclose it promptly.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of the 10th Series of Stock Acquisition Rights through a third-party allotment (with an option to revise the exercise price) |
| Number of shares to be issued or disposed of | 10,000,000 common shares (100,000 Stock Acquisition Rights, with each right representing 100 common shares) |
| Issue price and disposal price | ¥242 per Stock Acquisition Right |
| Total issue value | ¥24,200,000 |
| Amount of funds to be raised | Total amount paid in: ¥2,554,200,000; estimated net proceeds: ¥2,410,490,000 |
| Estimated issuance expenses | Estimated issuance expenses: ¥143,710,000 |
| Specific use of funds | Details Working capital / Amount ¥100 million / Scheduled timing of expenditures May 2026–March 2027, Details Debt repayment / Amount ¥460 million / Scheduled timing of expenditures May 2026–April 2028, Details AI data center business / Amount ¥900 million / Scheduled timing of expenditures May 2026–April 2028, Details Cryptocurrency acquisitions / Amount ¥250 million / Scheduled timing of expenditures September 2026–July 2027, Details Minority investments / Amount ¥250 million / Scheduled timing of expenditures May 2026–April 2028, Details Equity investments (M&A) / Amount ¥450 million / Scheduled timing of expenditures April 2026 to April 2028 |
| Payment date | 7 May 2026 |
| Intended allottee | Name S Crypto Energy Inc. / Number of stock acquisition rights 56,000 Stock Acquisition Rights, Name 株式会社US / Number of stock acquisition rights 17,600 Stock Acquisition Rights, Name Misaki Yuta (三崎優太) / Number of stock acquisition rights 22,000 Stock Acquisition Rights, Name Kawamoto Kazuma (河本和真) / Number of stock acquisition rights 4,400 Stock Acquisition Rights |
| Intended allottee's holding policy | The Stock Acquisition Rights will be held for investment purposes only. There is no agreement requiring continued ownership, and the shares acquired are intended to be sold from time to time, including through market sales. S Crypto Energy Inc. intends to hold its investment based on its assessment of the company's medium- to long-term growth potential, while selling part of its holdings through the market as necessary. |
| Dilution Rate | 95.85% (95.88% on a voting-rights basis) |
| Total number of issued shares | 10,432,773 shares (as of 31 December 2025) → 20,432,773 shares (assuming full exercise of all Stock Acquisition Rights)（95.85%） |
| Basis for determining the amount to be paid | The initial exercise price of ¥253 represents 90% of the closing price on the immediately preceding trading day, 17 April 2026, reflecting a 10% discount. The revised exercise price will be 90% of the closing price on the trading day immediately preceding the resolution to revise the price. The price of ¥242 per Stock Acquisition Right is equal to the valuation calculated by an independent third-party valuation institution using a Monte Carlo simulation. |
| Exercise price | The initial exercise price is ¥253. From 8 November 2026, the price may be revised by resolution of the Board of Directors to 90% of the closing price on the immediately preceding trading day. The initial floor exercise price is ¥197, subject to adjustment provisions. |
| Exercise period | 8 May 2026 to 8 May 2028 |
| Number of Stock Acquisition Rights | Total issued: 100,000 Stock Acquisition Rights. Unexercised balance: Not disclosed. |
| Procedures under the Corporate Code of Conduct | A third-party committee comprising attorney Oshita Yoshihito (大下良仁), who is reasonably independent of management, and outside directors and Audit and Supervisory Committee members Kondo Yoji (近藤洋治) and Minagawa Shigeki (皆川茂基), was established. An opinion letter regarding the necessity and appropriateness of the transaction was obtained dated 20 April 2026. |
| Most recent equity financing | Timing Not disclosed / Type 8th Stock Acquisition Rights / Amount Financial advisor fees stated as 5% of the funds raised (the amount raised itself: Not disclosed) |
| Major shareholders after the offering | Because the proposed allottees have no agreement requiring long-term ownership and will hold the shares for investment purposes only, no post-allotment major shareholders or shareholdings are disclosed. |
| Impact on Business Performance | The company expects the use of the proceeds for the stated purposes to contribute to medium- to long-term business expansion, higher earnings and a stronger financial base. If a revision to the current fiscal year's earnings forecast becomes necessary, the company plans to disclose it promptly. |
Items this document does not state (8)
Transfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split Ratio
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 strengthen impaired consolidated net assets, stabilize the financial base, and secure funding for growth investments, including the AI data center business, cryptocurrency acquisitions, minority investments and M&A. The company explained that this financing method would limit temporary dilution by proceeding with exercises in stages and take the interests of existing shareholders into consideration.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.