Worth reading
88Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
1500000
Shares (potential shares)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of Series 6 Stock Acquisition Rights (with Exercise Price Adjustment Clause) and Series 7 Stock Acquisition Rights (with Exercise Price Adjustment Clause) through a third-party allotment
Who receives how much
Sixth Series Stock Acquisition Rights 750,000 potential shares (7,500 Stock Acquisition Rights) / 7th Series stock acquisition rights 750,000 potential shares (7,500 Stock Acquisition Rights) / Total 1,500,000 potential shares (15,000 Stock Acquisition Rights)
株式会社ＳＢＩ証券750,000 potential shares
Tokai Tokyo Securities Co., Ltd.750,000 potential shares
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.
Sixth Series Stock Acquisition Rights ¥1,800 per right (¥18.00 per share) / 7th Series stock acquisition rights ¥200 per right (¥2.00 per share)
Total issue value
¥15,000,000
Amount of funds to be raised
Total payment amount ¥15,000,000 / Estimated net proceeds ¥1,802,000,000
Estimated issuance expenses
¥10,000,000
Specific use of funds
Funds for the acquisition of Class A and Class B sharesAmount ¥800 million / Scheduled timing of expenditures August 2026 to August 2029
Store equipment expenditures for new store openings, renovations, repairs and related purposesAmount ¥400 million / Scheduled timing of expenditures August 2026 to August 2029
Funds for M&AAmount ¥602 million / Scheduled timing of expenditures August 2026 to August 2029
Existing Shares and Increase
+12.09%Rate of increase
12,398,200 shares13,898,200Shares
12.09% (12.19% on a voting rights basis)
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
Initially ¥1,198. Subject to adjustment. Following adjustment, the exercise price will be 93% of the closing price on the immediately preceding trading day, subject to a floor of ¥718.
Exercise period
25 August 2026 to 24 August 2029
Number of Stock Acquisition Rights
Total issuance of 15,000 rights (7,500 Series 6 and 7,500 Series 7). Unexercised balance: Not disclosed.
Reason for acquisition without consideration
If the Board of Directors resolves that acquisition is necessary; in the event of a corporate reorganization; if the Company is designated as a security under supervision, a security subject to special supervision or a security to be delisted, or is delisted; or on the final day of the exercise period.
Conditions on transfer restrictions
Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.
Transfer restriction period
Any transfer of these Stock Acquisition Rights requires the approval of the Company's Board of Directors.
Conditions for lifting transfer restrictions
Transfer requires approval by resolution of the Company's Board of Directors.
Offering structure
Underwriter / lead underwriter
Tokai Tokyo Securities Co., Ltd. (the Company's lead managing securities company)
Intended allottee's holding policy
The allottees do not intend to hold the Company's shares acquired through the exercise of these Stock Acquisition Rights for an extended period and plan to sell the shares promptly after acquisition.
Payment date
24 August 2026
Basis for determining the amount to be paid
A third-party valuation institution valued these Stock Acquisition Rights using a Monte Carlo simulation, and the issue price was set at the same amount as the valuation. The exercise price is based on the closing price of ¥1,198 on 6 August 2026 and, when adjusted, will be 93% of the closing price on the immediately preceding trading day.
Procedures under the Corporate Code of Conduct
Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required. The Company has obtained a valuation from a third-party valuation institution and an opinion from the Audit & Supervisory Committee.
Most recent equity financing
Timing Payment made on 8 November 2023 / Type Third-party allotment of Series 3, Series 4 and Series 5 Stock Acquisition Rights (Series 3 with exercise price adjustment provisions, and Series 4 and Series 5 with an option to adjust the exercise price) / Amount Planned proceeds at issuance of ¥1,519,500,000 (estimated net proceeds); proceeds raised to date of ¥262,398,390
Impact on Business Performance
The impact on results for the fiscal year ending February 2027 is immaterial.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of Series 6 Stock Acquisition Rights (with Exercise Price Adjustment Clause) and Series 7 Stock Acquisition Rights (with Exercise Price Adjustment Clause) through a third-party allotment |
| Number of shares to be issued or disposed of | Sixth Series Stock Acquisition Rights 750,000 potential shares (7,500 Stock Acquisition Rights) / 7th Series stock acquisition rights 750,000 potential shares (7,500 Stock Acquisition Rights) / Total 1,500,000 potential shares (15,000 Stock Acquisition Rights) |
| Issue price and disposal price | Sixth Series Stock Acquisition Rights ¥1,800 per right (¥18.00 per share) / 7th Series stock acquisition rights ¥200 per right (¥2.00 per share) |
| Total issue value | ¥15,000,000 |
| Amount of funds to be raised | Total payment amount ¥15,000,000 / Estimated net proceeds ¥1,802,000,000 |
| Estimated issuance expenses | ¥10,000,000 |
| Specific use of funds | Details Funds for the acquisition of Class A and Class B shares / Amount ¥800 million / Scheduled timing of expenditures August 2026 to August 2029, Details Store equipment expenditures for new store openings, renovations, repairs and related purposes / Amount ¥400 million / Scheduled timing of expenditures August 2026 to August 2029, Details Funds for M&A / Amount ¥602 million / Scheduled timing of expenditures August 2026 to August 2029 |
| Payment date | 24 August 2026 |
| Intended allottee | Name 株式会社ＳＢＩ証券 / Subject Sixth Series Stock Acquisition Rights / Number of units 7,500 rights / Potential shares 750,000 potential shares, Name Tokai Tokyo Securities Co., Ltd. / Subject 7th Series stock acquisition rights / Number of units 7,500 rights / Potential shares 750,000 potential shares |
| Intended allottee's holding policy | The allottees do not intend to hold the Company's shares acquired through the exercise of these Stock Acquisition Rights for an extended period and plan to sell the shares promptly after acquisition. |
| Dilution Rate | 12.09% (12.19% on a voting rights basis) |
| Total number of issued shares | 12,398,200 shares → 13,898,200 shares (if all Stock Acquisition Rights are exercised)（12.09％） |
| Basis for determining the amount to be paid | A third-party valuation institution valued these Stock Acquisition Rights using a Monte Carlo simulation, and the issue price was set at the same amount as the valuation. The exercise price is based on the closing price of ¥1,198 on 6 August 2026 and, when adjusted, will be 93% of the closing price on the immediately preceding trading day. |
| Exercise price | Initially ¥1,198. Subject to adjustment. Following adjustment, the exercise price will be 93% of the closing price on the immediately preceding trading day, subject to a floor of ¥718. |
| Exercise period | 25 August 2026 to 24 August 2029 |
| Number of Stock Acquisition Rights | Total issuance of 15,000 rights (7,500 Series 6 and 7,500 Series 7). Unexercised balance: Not disclosed. |
| Transfer restriction period | Any transfer of these Stock Acquisition Rights requires the approval of the Company's Board of Directors. |
| Conditions for lifting transfer restrictions | Transfer requires approval by resolution of the Company's Board of Directors. |
| Reason for acquisition without consideration | If the Board of Directors resolves that acquisition is necessary; in the event of a corporate reorganization; if the Company is designated as a security under supervision, a security subject to special supervision or a security to be delisted, or is delisted; or on the final day of the exercise period. |
| Underwriter / lead underwriter | Tokai Tokyo Securities Co., Ltd. (the Company's lead managing securities company) |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required. The Company has obtained a valuation from a third-party valuation institution and an opinion from the Audit & Supervisory Committee. |
| Most recent equity financing | Timing Payment made on 8 November 2023 / Type Third-party allotment of Series 3, Series 4 and Series 5 Stock Acquisition Rights (Series 3 with exercise price adjustment provisions, and Series 4 and Series 5 with an option to adjust the exercise price) / Amount Planned proceeds at issuance of ¥1,519,500,000 (estimated net proceeds); proceeds raised to date of ¥262,398,390 |
| Impact on Business Performance | The impact on results for the fiscal year ending February 2027 is immaterial. |
Items this document does not state (5)
Categories and Number of Persons CoveredTotal Stock-Based CompensationOverallotmentStock 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.To reduce the dividend burden arising from the acquisition of Class A and Class B shares, strengthen the financial base, fund new store openings, renovations and repairs of existing stores, and support business growth through M&A.
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.