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Share Issuance and Disposal2776SHINTO Holdings,Inc.Trading & Wholesale

Notice Regarding Approval of the Transfer of the Seventh Series of Stock Acquisition Rights Through a Third-Party Allotment

The Company approved the transfer of 17,000 unexercised units of the already-issued 7th Stock Acquisition Rights from the original allottee to another investment company. The transfer is intended to facilitate early exercise by the transferee and advance the Company's financing.

Worth reading
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Direction
Mixed performance
Direction inferred from the company’s description.
Scale
17000
Units (underlying 1,700,000 common shares)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Approval of the transfer of the 7th Stock Acquisition Rights issued through a third-party allotment

Who receives how much

Transfer of 17,000 Stock Acquisition Rights (underlying 1,700,000 common shares)

Transferee: 藍岸有限公司 (Blue Coast Capital Limited), 17,000 units (1,700,000 shares)

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

Terms of the stock acquisition rights
Exercise price
¥127. Presence of adjustment provisions and adjustment floor: Not disclosed
Number of Stock Acquisition Rights
Total issued: 18,000 units; exercised: 1,000 units; unexercised balance: 17,000 units
Intended allottee's holding policy
The rights were acquired for investment purposes. The transferee intends to exercise the rights flexibly in response to market trends and the share price level, and intends to exercise them as early as possible.
Procedures under the Corporate Code of Conduct
The matter was deliberated and determined by the directors excluding the Company's representative director. The Company conducted internal reviews of the transferee, including compliance checks, verification of the source of funds, and confirmation of whether any conflict of interest existed with the Company.
Most recent equity financing
15 November 2024: Issuance through a third-party allotment of new shares, the 7th Stock Acquisition Rights and the 8th Stock Acquisition Rights (detailed amounts: Not disclosed)
Impact on Business Performance
The impact of the transfer of these Stock Acquisition Rights on the Company's results is immaterial.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalApproval of the transfer of the 7th Stock Acquisition Rights issued through a third-party allotment
Number of shares to be issued or disposed ofTransfer of 17,000 Stock Acquisition Rights (underlying 1,700,000 common shares)
Intended allotteeTransferee: 藍岸有限公司 (Blue Coast Capital Limited), 17,000 units (1,700,000 shares)
Intended allottee's holding policyThe rights were acquired for investment purposes. The transferee intends to exercise the rights flexibly in response to market trends and the share price level, and intends to exercise them as early as possible.
Exercise price¥127. Presence of adjustment provisions and adjustment floor: Not disclosed
Number of Stock Acquisition RightsTotal issued: 18,000 units; exercised: 1,000 units; unexercised balance: 17,000 units
Procedures under the Corporate Code of ConductThe matter was deliberated and determined by the directors excluding the Company's representative director. The Company conducted internal reviews of the transferee, including compliance checks, verification of the source of funds, and confirmation of whether any conflict of interest existed with the Company.
Most recent equity financing15 November 2024: Issuance through a third-party allotment of new shares, the 7th Stock Acquisition Rights and the 8th Stock Acquisition Rights (detailed amounts: Not disclosed)
Impact on Business PerformanceThe impact of the transfer of these Stock Acquisition Rights on the Company's results is immaterial.
Items this document does not state (19)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateDilution RateTotal number of issued sharesBasis for determining the amount to be paidExercise periodTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMajor 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 original allottee became unable to exercise the rights in the short term due to worsening cash flow and the allocation of funds to investment projects. The Company determined that transferring the rights to an investor capable of exercising them promptly was reasonable in order to ensure the certainty and speed of the financing.

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Notice Regarding Approval of the Transfer of the Seventh Series of Stock Acquisition Rights Through a Third-Party Allotment | SHINTO Holdings,Inc. (2776) timely disclosure | Komori