Details of issuance or disposal
Issuance of common shares and Class C preferred shares by third-party allotment
Common shares 109,052 common shares / Series C preferred shares 150 Class C preferred 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.
Common shares ¥100,000,684 / Series C preferred shares ¥150,000,000
Common shares: 0.84% (0.85% of total voting rights). Class C preferred shares: no dilution of existing shareholders.
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.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of common shares and Class C preferred shares by third-party allotment |
| Number of shares to be issued or disposed of | Common shares 109,052 common shares / Series C preferred shares 150 Class C preferred shares |
| Issue price and disposal price | Common shares ¥917 per share / Series C preferred shares ¥1,000,000 per share |
| Total issue value | Common shares ¥100,000,684 / Series C preferred shares ¥150,000,000 |
| Amount of funds to be raised | Total payment amount ¥250 million / Estimated net proceeds ¥242 million |
| Estimated issuance expenses | ¥8 million |
| Specific use of funds | Details Capital expenditures associated with new store openings / Amount ¥150 million / Scheduled timing of expenditures July 2026 to June 2027, Details Funding for format conversions and renovations of existing stores / Amount ¥92 million / Scheduled timing of expenditures July 2026 to June 2027 |
| Payment date | 30 June 2026 |
| Intended allottee | Name 株式会社NIGITA / Category Operating company / Number of shares 109,052 common shares, Name サントリー株式会社 / Category Operating company / Number of shares 150 Class C preferred shares |
| Intended allottee's holding policy | 株式会社NIGITA intends to hold the common shares it acquires over the medium to long term. サントリー株式会社 generally intends to hold the Class C preferred shares over the medium term. |
| Dilution Rate | Common shares: 0.84% (0.85% of total voting rights). Class C preferred shares: no dilution of existing shareholders. |
| Total number of issued shares | 12,992,202 shares → 13,101,254 shares(0.84%) |
| Basis for determining the amount to be paid | The issue price of the common shares is ¥917, the closing price on the Tokyo Stock Exchange on 27 May 2026. This represents a 0.54% discount to the average price of ¥922 for the preceding month, a 1.50% discount to the three-month average of ¥931, and a 2.65% discount to the six-month average of ¥942. The issue price of the Class C preferred shares is within the fair value range determined using the DCF method by an independent third-party valuation agency. |
| Procedures under the Corporate Code of Conduct | The Company's Audit and Supervisory Committee, comprising 3 members, all of whom are outside directors, provided its opinion that the issue price of the common shares was lawful and did not constitute particularly favorable terms. The issuance of the Class C preferred shares is subject to approval by a special resolution of the shareholders' meeting concerning the issuance on favorable terms. |
| Major shareholders after the offering | Name Yoneyama Hisashi (米山 久) / Shareholding ratio 42.44%, Name MTRインベストメント株式会社 / Shareholding ratio 5.25%, Name オイシックス・ラ・大地株式会社 / Shareholding ratio 4.37%, Name Nishi Yoichiro (西 陽一郎) / Shareholding ratio 3.42%, Name 株式会社アップフロントグループ / Shareholding ratio 1.14%, Name 株式会社NSK / Shareholding ratio 0.85%, Name 株式会社NIGITA / Shareholding ratio 0.85%, Name ゲームフリーク1号基金投資事業有限責任組合 / Shareholding ratio 0.82%, Name Satomi Junko (里見 順子) / Shareholding ratio 0.47%, Name エー・ピーホールディングス従業員持株会 / Shareholding ratio 0.35% |
| Impact on Business Performance | The impact of this third-party allotment on the Company's consolidated results for the fiscal year ending March 2027 is expected to be limited. The reduction in the amounts of stated capital and other items will not change net assets and will have no impact on results. |
Items this document does not state (12)
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 invest funds in new store openings, format conversions and renovations of existing stores in order to execute the growth strategy following the structural reforms, and to strengthen the Company's financial base. The reduction in the amounts of stated capital and other items is intended to improve the Company's financial condition at an early stage and prepare for a more agile and flexible capital policy going forward.