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Share Issuance and Disposal3113UNIVA Oak Holdings LimitedFinancials (excluding banks)

Notice Regarding the Issuance of Stock Acquisition Rights (Tax-Qualified Stock Options)

The Company resolved to issue 42,725 stock acquisition rights as tax-qualified stock options to 144 employees of its subsidiaries. If all rights are exercised, 4,272,500 common shares will be delivered, resulting in maximum dilution of 4.58% of the total number of shares issued.

Worth reading
52Recurring
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
4.58
% (maximum dilution rate)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of Stock Acquisition Rights as Tax-Qualified Stock Options (株式会社 UNIVA・Oak ホールディングス Series 15 Stock Acquisition Rights)

発行・処分する株式数

4,272,500 common shares of the Company (42,725 stock acquisition rights × 100 shares per right)

Intended allottee
Category 144 employees of the Company's subsidiaries (excluding executive officers) / Number of stock acquisition rights 42,725 stock acquisition rights
The issue price is nil per stock acquisition right. The exercise price is the closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date, or, if no trading takes place, the closing price on the most recent preceding trading day.
Total issue value

The total issue price of the stock acquisition rights is nil.

発行済株式総数

Maximum 4.58%

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
The closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date. Adjustment provisions apply in the event of a stock split or consolidation, the issuance of new shares or disposal of treasury shares below market value, or similar events. Adjustment floor: Not disclosed
Exercise period
From 29 October 2028 through 28 October 2036 (if the date is not a bank business day, the preceding bank business day)
Number of Stock Acquisition Rights
Total issued: 42,725 stock acquisition rights. Unexercised balance: Not disclosed
Reason for acquisition without consideration
If approval is granted at a shareholders meeting or otherwise for a merger or similar transaction in which the Company becomes the disappearing company, or if a holder of the stock acquisition rights ceases to meet the exercise conditions, the Company may acquire all of these stock acquisition rights, or the relevant stock acquisition rights, without consideration upon the arrival of a date separately determined by the Board of Directors
Categories and Number of Persons Covered
144 employees of the Company's subsidiary, excluding executive officers; 42,725 stock acquisition rights
Intended allottee's holding policy
The acquisition of the stock acquisition rights through transfer requires approval from the Company's Board of Directors.
Payment date
No cash payment is required in exchange for the stock acquisition rights.
Basis for determining the amount to be paid
The exercise price is based on the closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date. Discount/premium rate: not disclosed
Procedures under the Corporate Code of Conduct
As the issuance is not on especially favorable terms, it will be carried out without obtaining approval at a shareholders meeting.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of Stock Acquisition Rights as Tax-Qualified Stock Options (株式会社 UNIVA・Oak ホールディングス Series 15 Stock Acquisition Rights)
Number of shares to be issued or disposed of4,272,500 common shares of the Company (42,725 stock acquisition rights × 100 shares per right)
Issue price and disposal priceThe issue price is nil per stock acquisition right. The exercise price is the closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date, or, if no trading takes place, the closing price on the most recent preceding trading day.
Total issue valueThe total issue price of the stock acquisition rights is nil.
Payment dateNo cash payment is required in exchange for the stock acquisition rights.
Intended allotteeCategory 144 employees of the Company's subsidiaries (excluding executive officers) / Number of stock acquisition rights 42,725 stock acquisition rights
Intended allottee's holding policyThe acquisition of the stock acquisition rights through transfer requires approval from the Company's Board of Directors.
Dilution RateMaximum 4.58%
Total number of issued shares93,281,713 shares → Not disclosed
Basis for determining the amount to be paidThe exercise price is based on the closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date. Discount/premium rate: not disclosed
Exercise priceThe closing price of the Company's common shares in regular trading on the Tokyo Stock Exchange on the allotment date. Adjustment provisions apply in the event of a stock split or consolidation, the issuance of new shares or disposal of treasury shares below market value, or similar events. Adjustment floor: Not disclosed
Exercise periodFrom 29 October 2028 through 28 October 2036 (if the date is not a bank business day, the preceding bank business day)
Number of Stock Acquisition RightsTotal issued: 42,725 stock acquisition rights. Unexercised balance: Not disclosed
Reason for acquisition without considerationIf approval is granted at a shareholders meeting or otherwise for a merger or similar transaction in which the Company becomes the disappearing company, or if a holder of the stock acquisition rights ceases to meet the exercise conditions, the Company may acquire all of these stock acquisition rights, or the relevant stock acquisition rights, without consideration upon the arrival of a date separately determined by the Board of Directors
Categories and Number of Persons Covered144 employees of the Company's subsidiary, excluding executive officers; 42,725 stock acquisition rights
Procedures under the Corporate Code of ConductAs the issuance is not on especially favorable terms, it will be carried out without obtaining approval at a shareholders meeting.
Items this document does not state (12)
Amount of funds to be raisedEstimated issuance expensesSpecific use of fundsTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / 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 strengthen group cohesion and increase employees' willingness and motivation to contribute to improved performance, with the aim of achieving medium- to long-term earnings growth and increasing corporate value.

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Notice Regarding the Issuance of Stock Acquisition Rights (Tax-Qualified Stock Options) | UNIVA Oak Holdings Limited (3113) timely disclosure | Komori