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Share Issuance and Disposal2338Quantum Solutions Co.,Ltd.Information and Communications, Services and Others

Adjustments to the exercise prices of the 13th and 14th Stock Acquisition Rights, adjustment to the conversion price of the 4th Convertible Bonds with Stock Acquisition Rights, and change in the planned expenditure amount for the 14th Stock Acquisition Rights

The exercise prices of the outstanding 13th and 14th Series Stock Acquisition Rights and the conversion price of the 4th Series Convertible Bonds with Stock Acquisition Rights will each be reduced to ¥300 in connection with the new issuance through a third-party allotment. As a result, the planned proceeds from the 14th Series Stock Acquisition Rights and the breakdown of their intended use of funds will also change.

Worth reading
69In focus
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
289
¥ (reduction in the exercise price of the 13th Series Stock Acquisition Rights)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Adjustment of the exercise prices of outstanding Stock Acquisition Rights and the conversion price of Convertible Bonds with Stock Acquisition Rights, and change in the intended use of funds

Intended allottee
CVI Investments, Inc., Integrated Asset Management (Asia) Limited and ARK Investment Management LLC (3 prospective allottees for the 14th Series Stock Acquisition Rights)
Amount of funds to be raised

Planned proceeds from the 14th Series Stock Acquisition Rights: ¥11,837 million before the change and ¥6,097 million after the change. Estimated net proceeds: Not disclosed

Specific use of funds
Funds for the purchase of crypto-assets (Ethereum)Amount ¥7,978 million / Scheduled timing of expenditures October 2025 to October 2030
Terms of the stock acquisition rights
Exercise price
13th Series Stock Acquisition Rights: ¥589 before the adjustment and ¥300 after the adjustment. 14th Series Stock Acquisition Rights: ¥587 before the adjustment and ¥300 after the adjustment. In both cases, the post-adjustment exercise price is fixed at the minimum exercise price of ¥300 and will not be adjusted further downward.
Number of Stock Acquisition Rights
13th Series Stock Acquisition Rights: 108,900 outstanding unexercised rights, all of which are scheduled to be acquired and cancelled on 24 August 2026. 14th Series Stock Acquisition Rights: total number issued and outstanding unexercised balance: Not disclosed
Reason for acquisition without consideration
For the 13th Series Stock Acquisition Rights, all outstanding unexercised rights are scheduled to be acquired and cancelled pursuant to an agreement with CVI Investments, Inc.
Most recent equity financing
Timing 14 October 2025 / Type Issuance through a third-party allotment of the 13th Series Stock Acquisition Rights, the 14th Series Stock Acquisition Rights and the 4th Series Unsecured Convertible Bonds with Stock Acquisition Rights / Amount Total intended use of proceeds from the 13th and 14th Series Stock Acquisition Rights: ¥20,271 million (before the change), Timing Scheduled for 24 August 2026 / Type Issuance through a third-party allotment of new shares, the 16th Series Stock Acquisition Rights, the 17th Series Stock Acquisition Rights and the 6th Series Bonds with Stock Acquisition Rights (with an exercise price adjustment clause) / Amount Planned proceeds of ¥1,800 million from the 17th Series Stock Acquisition Rights
Details of issuance or disposal
ItemDetails
Type of issuance or disposalAdjustment of the exercise prices of outstanding Stock Acquisition Rights and the conversion price of Convertible Bonds with Stock Acquisition Rights, and change in the intended use of funds
Amount of funds to be raisedPlanned proceeds from the 14th Series Stock Acquisition Rights: ¥11,837 million before the change and ¥6,097 million after the change. Estimated net proceeds: Not disclosed
Specific use of fundsDetails Funds for the purchase of crypto-assets (Ethereum) / Amount ¥7,978 million / Scheduled timing of expenditures October 2025 to October 2030
Intended allotteeCVI Investments, Inc., Integrated Asset Management (Asia) Limited and ARK Investment Management LLC (3 prospective allottees for the 14th Series Stock Acquisition Rights)
Exercise price13th Series Stock Acquisition Rights: ¥589 before the adjustment and ¥300 after the adjustment. 14th Series Stock Acquisition Rights: ¥587 before the adjustment and ¥300 after the adjustment. In both cases, the post-adjustment exercise price is fixed at the minimum exercise price of ¥300 and will not be adjusted further downward.
Number of Stock Acquisition Rights13th Series Stock Acquisition Rights: 108,900 outstanding unexercised rights, all of which are scheduled to be acquired and cancelled on 24 August 2026. 14th Series Stock Acquisition Rights: total number issued and outstanding unexercised balance: Not disclosed
Reason for acquisition without considerationFor the 13th Series Stock Acquisition Rights, all outstanding unexercised rights are scheduled to be acquired and cancelled pursuant to an agreement with CVI Investments, Inc.
Most recent equity financingTiming 14 October 2025 / Type Issuance through a third-party allotment of the 13th Series Stock Acquisition Rights, the 14th Series Stock Acquisition Rights and the 4th Series Unsecured Convertible Bonds with Stock Acquisition Rights / Amount Total intended use of proceeds from the 13th and 14th Series Stock Acquisition Rights: ¥20,271 million (before the change), Timing Scheduled for 24 August 2026 / Type Issuance through a third-party allotment of new shares, the 16th Series Stock Acquisition Rights, the 17th Series Stock Acquisition Rights and the 6th Series Bonds with Stock Acquisition Rights (with an exercise price adjustment clause) / Amount Planned proceeds of ¥1,800 million from the 17th Series Stock Acquisition Rights
Items this document does not state (20)
Number of shares to be issued or disposed ofIssue price and disposal priceTotal issue valueEstimated issuance expensesPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesBasis for determining the amount to be paidExercise periodTransfer restriction periodConditions for lifting transfer restrictionsCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMajor 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 new issuance through a third-party allotment dated 24 August 2026 falls under the adjustment provisions for the existing Stock Acquisition Rights and Convertible Bonds with Stock Acquisition Rights. For the 14th Series Stock Acquisition Rights, the intended use of funds will be changed because the adjustment to the exercise price will reduce the planned proceeds.

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Adjustments to the exercise prices of the 13th and 14th Stock Acquisition Rights, adjustment to the conversion price of the 4th Convertible Bonds with Stock Acquisition Rights, and change in the planned expenditure amount for the 14th Stock Acquisition Rights | Quantum Solutions Co.,Ltd. (2338) timely disclosure | Komori