Komori
Share Issuance and Disposal1803SHIMIZU CORPORATIONConstruction and Materials

Notice Regarding the Determination of Terms and Conditions, etc., for the Issuance of Euro-Yen Convertible Bonds with Stock Acquisition Rights Subject to Acquisition Provisions Due 2031 and Due 2033

The issue terms, including the conversion prices, have been finalized for the Euro-Yen Denominated Convertible Bonds with Stock Acquisition Rights Subject to Acquisition Provisions due 2031 and due 2033, whose issuance had already been approved. The conversion price is ¥2,845 for the 2031 bonds and ¥2,704 for the 2033 bonds.

Worth reading
66In focus
Scored from 2 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
5.32
% (ratio of potential shares)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of Euro-Yen Convertible Bonds with Stock Acquisition Rights Subject to Acquisition Clauses, Due 2031 and Due 2033

Total issue value

2031 bonds: ¥5 billion plus the aggregate face amount of the bonds relating to substitute bonds with stock acquisition rights; 2033 bonds: ¥5 billion plus the aggregate face amount of the bonds relating to substitute bonds with stock acquisition rights

発行済株式総数

5.32% (ratio of potential shares to the total number of issued shares outstanding, excluding treasury shares, as of 18 September 2026, assuming that all stock acquisition rights attached to both bonds are exercised at the initial conversion prices)

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
Conversion price: ¥2,845 for the 2031 bonds and ¥2,704 for the 2033 bonds. Whether an adjustment provision applies and the adjustment floor: Not disclosed
Exercise period
2031 bonds: from 27 October 2026 through 24 September 2031. 2033 bonds: from 27 October 2026 through 26 September 2033 (in each case, based on the local time at the location where exercise requests are accepted; subject to restrictions such as early redemption)
Payment date
13 October 2026 (London time)
Basis for determining the amount to be paid
2031 bonds: conversion price of ¥2,845, representing a 21.04% premium to the closing price of ¥2,350.5 on 24 September 2026. 2033 bonds: conversion price of ¥2,704, representing a 15.04% premium to the same closing price.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of Euro-Yen Convertible Bonds with Stock Acquisition Rights Subject to Acquisition Clauses, Due 2031 and Due 2033
Total issue value2031 bonds: ¥5 billion plus the aggregate face amount of the bonds relating to substitute bonds with stock acquisition rights; 2033 bonds: ¥5 billion plus the aggregate face amount of the bonds relating to substitute bonds with stock acquisition rights
Payment date13 October 2026 (London time)
Dilution Rate5.32% (ratio of potential shares to the total number of issued shares outstanding, excluding treasury shares, as of 18 September 2026, assuming that all stock acquisition rights attached to both bonds are exercised at the initial conversion prices)
Basis for determining the amount to be paid2031 bonds: conversion price of ¥2,845, representing a 21.04% premium to the closing price of ¥2,350.5 on 24 September 2026. 2033 bonds: conversion price of ¥2,704, representing a 15.04% premium to the same closing price.
Exercise priceConversion price: ¥2,845 for the 2031 bonds and ¥2,704 for the 2033 bonds. Whether an adjustment provision applies and the adjustment floor: Not disclosed
Exercise period2031 bonds: from 27 October 2026 through 24 September 2031. 2033 bonds: from 27 October 2026 through 26 September 2033 (in each case, based on the local time at the location where exercise requests are accepted; subject to restrictions such as early redemption)
Items this document does not state (21)
Number of shares to be issued or disposed ofIssue price and disposal priceAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allotteeIntended allottee's holding policyTotal number of issued sharesNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

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.

The issue terms and other matters were determined for the issuance already approved by the Board of Directors at its meeting held on 24 September 2026.

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.
Notice Regarding the Determination of Terms and Conditions, etc., for the Issuance of Euro-Yen Convertible Bonds with Stock Acquisition Rights Subject to Acquisition Provisions Due 2031 and Due 2033 | SHIMIZU CORPORATION (1803) timely disclosure | Komori