Worth reading
84Important
Scored from 4 of 5 sectionsDirection
Mixed performance
Direction inferred from the company’s description.Scale
29999
¥ million (total estimated net proceeds)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of Euro-yen convertible bonds due 2029 with stock acquisition rights through an overseas public offering, Issuance of new shares by third-party allotment, Issuance of the First Series of Unsecured Convertible Bonds with Stock Acquisition Rights by Third-Party Allotment
Who receives how much
New shares 2,523,473 shares (estimated) / 潜在株式数 from conversion Not disclosed
Hulic Co.,Ltd.2,053,990 shares (estimated)
スカパーJSAT株式会社469,483 shares (estimated)
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.
¥1,704 per common share (estimated); overseas CBs: 100% of principal amount (¥10 million per denomination); third-party allotment CBs: 100% of principal amount (¥407.5 million per denomination)
Total issue value
Common shares: ¥4,299,997,992 (estimated); overseas CBs: ¥10 billion; third-party allotment CBs: ¥16.3 billion
Amount of funds to be raised
Total payment amount: Not disclosed; estimated net proceeds: approximately ¥29,999 million
Specific use of funds
Capital expenditures primarily for expanding production facilities at 株式会社アストロスケール and Astroscale Ltd.Amount ¥4,000 million / Scheduled timing of expenditures ¥2,000 million in the fiscal year ending April 2027, ¥1,500 million in the fiscal year ending April 2028, and ¥500 million in the fiscal year ending April 2029
Capital expenditures to maintain and expand the functions of existing facilitiesAmount ¥3,000 million / Scheduled timing of expenditures ¥1,000 million in each of the fiscal years ending April 2027, April 2028, and April 2029
Manufacturing costs for LEXI-P, a life-extension service satellite being developed by Astroscale U.S. Inc.Amount ¥7,000 million / Scheduled timing of expenditures Fiscal year ending April 2027
Working capital, including personnel expenses and other operating expenses related to projects of the GroupAmount ¥15,999 million / Scheduled timing of expenditures ¥10,000 million in the fiscal year ending April 2027 and ¥5,999 million in the fiscal year ending April 2028
Terms of the stock acquisition rights
Exercise price
The initial conversion price has not been determined. For the overseas CBs, it will be no lower than the closing price on the scheduled date of execution of the underwriting agreement, 20 May 2026. Adjustment provisions apply to the conversion price. The floor is the relevant closing price (1.0x).
Exercise period
From 19 June 2026 to 22 May 2029
Number of Stock Acquisition Rights
1,000 overseas CBs and the number of stock acquisition rights relating to the substitute bonds with stock acquisition rights; 40 third-party allotment CBs. Unexercised balance: Not disclosed
Offering structure
Underwriter / lead underwriter
Morgan Stanley & Co. International plcMizuho International plc
Intended allottee's holding policy
Hulic Co.,Ltd. is a strategic investor focused on enhancing the Group's corporate value over the medium to long term and is not acquiring the securities for speculative trading. Other details of the holding policy and lock-up: Not disclosed
Payment date
5 June 2026
Basis for determining the amount to be paid
The price for the common shares will be determined with reference to the closing price on the Tokyo Stock Exchange on the pricing date, 20 May 2026, following discussions with the proposed allottees. The conversion price for the CBs will be determined after taking into account investor demand and market conditions and will not be below the closing price on the scheduled date of execution of the underwriting agreement, 20 May 2026. Discount rate and premium rate: Not disclosed
Procedures under the Corporate Code of Conduct
Resolution of the Board of Directors. Obtaining an opinion from an independent third party and confirming shareholder intent: Not disclosed
Impact on Business Performance
There is no change to the earnings forecast for the current fiscal year.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of Euro-yen convertible bonds due 2029 with stock acquisition rights through an overseas public offering, Issuance of new shares by third-party allotment, Issuance of the First Series of Unsecured Convertible Bonds with Stock Acquisition Rights by Third-Party Allotment |
| Number of shares to be issued or disposed of | New shares 2,523,473 shares (estimated) / 潜在株式数 from conversion Not disclosed |
| Issue price and disposal price | ¥1,704 per common share (estimated); overseas CBs: 100% of principal amount (¥10 million per denomination); third-party allotment CBs: 100% of principal amount (¥407.5 million per denomination) |
| Total issue value | Common shares: ¥4,299,997,992 (estimated); overseas CBs: ¥10 billion; third-party allotment CBs: ¥16.3 billion |
| Amount of funds to be raised | Total payment amount: Not disclosed; estimated net proceeds: approximately ¥29,999 million |
| Specific use of funds | Details Capital expenditures primarily for expanding production facilities at 株式会社アストロスケール and Astroscale Ltd. / Amount ¥4,000 million / Scheduled timing of expenditures ¥2,000 million in the fiscal year ending April 2027, ¥1,500 million in the fiscal year ending April 2028, and ¥500 million in the fiscal year ending April 2029, Details Capital expenditures to maintain and expand the functions of existing facilities / Amount ¥3,000 million / Scheduled timing of expenditures ¥1,000 million in each of the fiscal years ending April 2027, April 2028, and April 2029, Details Manufacturing costs for LEXI-P, a life-extension service satellite being developed by Astroscale U.S. Inc. / Amount ¥7,000 million / Scheduled timing of expenditures Fiscal year ending April 2027, Details Working capital, including personnel expenses and other operating expenses related to projects of the Group / Amount ¥15,999 million / Scheduled timing of expenditures ¥10,000 million in the fiscal year ending April 2027 and ¥5,999 million in the fiscal year ending April 2028 |
| Payment date | 5 June 2026 |
| Intended allottee | Name Hulic Co.,Ltd. / Number of shares 2,053,990 shares (estimated) / CB ¥16.3 billion, Name スカパーJSAT株式会社 / Number of shares 469,483 shares (estimated) |
| Intended allottee's holding policy | Hulic Co.,Ltd. is a strategic investor focused on enhancing the Group's corporate value over the medium to long term and is not acquiring the securities for speculative trading. Other details of the holding policy and lock-up: Not disclosed |
| Basis for determining the amount to be paid | The price for the common shares will be determined with reference to the closing price on the Tokyo Stock Exchange on the pricing date, 20 May 2026, following discussions with the proposed allottees. The conversion price for the CBs will be determined after taking into account investor demand and market conditions and will not be below the closing price on the scheduled date of execution of the underwriting agreement, 20 May 2026. Discount rate and premium rate: Not disclosed |
| Exercise price | The initial conversion price has not been determined. For the overseas CBs, it will be no lower than the closing price on the scheduled date of execution of the underwriting agreement, 20 May 2026. Adjustment provisions apply to the conversion price. The floor is the relevant closing price (1.0x). |
| Exercise period | From 19 June 2026 to 22 May 2029 |
| Number of Stock Acquisition Rights | 1,000 overseas CBs and the number of stock acquisition rights relating to the substitute bonds with stock acquisition rights; 40 third-party allotment CBs. Unexercised balance: Not disclosed |
| Underwriter / lead underwriter | Morgan Stanley & Co. International plc, Mizuho International plc |
| Procedures under the Corporate Code of Conduct | Resolution of the Board of Directors. Obtaining an opinion from an independent third party and confirming shareholder intent: Not disclosed |
| Impact on Business Performance | There is no change to the earnings forecast for the current fiscal year. |
Items this document does not state (12)
Estimated issuance expensesDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offering
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 purposes are to achieve business growth through the continued acquisition of orders, strengthen the financial base over the medium to long term, secure a sufficient cash position, limit dilution for existing shareholders, diversify financing methods, create business synergies with strategic investors, and expand the investor base.
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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.