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Share Issuance and Disposal2117WELLNEO SUGAR Co.,Ltd.Food

Notice Regarding the Disposal of Treasury Shares Through a Third-Party Allotment to the Employee Stock Ownership Plan

The company resolved to dispose of up to 12,000 of its treasury shares to the employee stock ownership plan through a third-party allotment, enabling eligible employees to hold the company’s shares through the plan. The actual number of shares disposed of and the total disposal amount will be determined based on the number of eligible employees who agree to participate in the plan.

Worth reading
42Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
12000
Shares (maximum)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares through a third-party allotment to the employee stock ownership association

Who receives how much12,000Shares

The company’s common shares: up to 12,000 shares (the actual number of shares will be determined based on the number of eligible employees)

Welneo Sugar Employee Stock Ownership Plan (the plan): up to 12,000 shares

The lower thin line represents the existing number of shares to which these shares will be added.

¥2,859 per share
Total issue value

¥34.308 million (maximum)

Amount of funds to be raised
Total payment amount: ¥34.308 million (maximum). Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
A special incentive payment equivalent to 100 shares per eligible employee. Total amount: Not disclosed.
発行済株式総数

0.04% of total issued shares and 0.04% of total voting rights (both as of 31 March 2026; as this is a disposal of treasury shares, these are the stated dilution ratios)

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.

Categories and Number of Persons Covered
Employees of 東洋精糖株式会社 and employees who joined the company after the merger with 第一糖業株式会社 on 1 October 2025. Number of eligible employees: Not disclosed. Shares equivalent to 100 shares per person.
Payment date
15 December 2026
Basis for determining the amount to be paid
The closing price of ¥2,859 on the business day immediately preceding the date of the Board of Directors’ resolution, 28 September 2026. This represents a premium of 0.95% to the simple average closing price of ¥2,832 for the one-month period from 31 August to 28 September 2026, a premium of 3.03% to the simple average closing price of ¥2,775 for the three-month period from 29 June to 28 September 2026, and a premium of 4.96% to the simple average closing price of ¥2,724 for the six-month period from 30 March to 28 September 2026.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is below 25% and the transaction does not involve a change in the controlling shareholder, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders’ intentions. In addition, all 4 Audit & Supervisory Board Members, including 2 Outside Audit & Supervisory Board Members, expressed the view that they found no material violation of laws or regulations in the Directors’ determination that the transaction does not constitute an issue of shares at a particularly favourable price.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares through a third-party allotment to the employee stock ownership association
Number of shares to be issued or disposed ofThe company’s common shares: up to 12,000 shares (the actual number of shares will be determined based on the number of eligible employees)
Issue price and disposal price¥2,859 per share
Total issue value¥34.308 million (maximum)
Amount of funds to be raisedTotal payment amount: ¥34.308 million (maximum). Estimated net proceeds: Not disclosed
Payment date15 December 2026
Intended allotteeWelneo Sugar Employee Stock Ownership Plan (the plan): up to 12,000 shares
Dilution Rate0.04% of total issued shares and 0.04% of total voting rights (both as of 31 March 2026; as this is a disposal of treasury shares, these are the stated dilution ratios)
Total number of issued shares32,800,095 shares (as of 31 March 2026) → Not disclosed
Basis for determining the amount to be paidThe closing price of ¥2,859 on the business day immediately preceding the date of the Board of Directors’ resolution, 28 September 2026. This represents a premium of 0.95% to the simple average closing price of ¥2,832 for the one-month period from 31 August to 28 September 2026, a premium of 3.03% to the simple average closing price of ¥2,775 for the three-month period from 29 June to 28 September 2026, and a premium of 4.96% to the simple average closing price of ¥2,724 for the six-month period from 30 March to 28 September 2026.
Categories and Number of Persons CoveredEmployees of 東洋精糖株式会社 and employees who joined the company after the merger with 第一糖業株式会社 on 1 October 2025. Number of eligible employees: Not disclosed. Shares equivalent to 100 shares per person.
Total Stock-Based CompensationA special incentive payment equivalent to 100 shares per eligible employee. Total amount: Not disclosed.
Procedures under the Corporate Code of ConductBecause the dilution ratio is below 25% and the transaction does not involve a change in the controlling shareholder, it is not necessary to obtain an opinion from an independent third party or conduct procedures to confirm shareholders’ intentions. In addition, all 4 Audit & Supervisory Board Members, including 2 Outside Audit & Supervisory Board Members, expressed the view that they found no material violation of laws or regulations in the Directors’ determination that the transaction does not constitute an issue of shares at a particularly favourable price.
Items this document does not state (15)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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.

To promote the integration of corporate cultures and the creation of synergies following the merger with 東洋精糖, support eligible employees in building personal assets, and increase their motivation to enhance corporate value.

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 Disposal of Treasury Shares Through a Third-Party Allotment to the Employee Stock Ownership Plan | WELLNEO SUGAR Co.,Ltd. (2117) timely disclosure | Komori