Details of issuance or disposal
Completion of payment for the issuance of new shares, the 11th and 12th Series Stock Acquisition Rights by third-party allotment, and Class A shares
Common shares 72,000,000 shares / Class A shares 10,000,000 shares / Potential common shares underlying the 11th Series Stock Acquisition Rights 19,000,000 potential common shares underlying the 11th Series Stock Acquisition Rights / Potential common shares underlying the 12th Series Stock Acquisition Rights 35,500,000 potential common shares underlying the 12th Series Stock Acquisition Rights
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 ¥3,600,000,000 (the amount of funds raised stated in the notes is ¥3,563,450,000) / Class A shares ¥4,000,000,000 / 11th Series Stock Acquisition Rights ¥1,900 in total / 12th Series Stock Acquisition Rights ¥3,550 in total
156.50% based solely on the issuance of new common shares (72,000,000 shares ÷ 46,004,300 shares), or 274.33% including the potential shares underlying the Stock Acquisition Rights (126,500,000 shares ÷ 46,004,300 shares)
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 | Completion of payment for the issuance of new shares, the 11th and 12th Series Stock Acquisition Rights by third-party allotment, and Class A shares |
| Number of shares to be issued or disposed of | Common shares 72,000,000 shares / Class A shares 10,000,000 shares / Potential common shares underlying the 11th Series Stock Acquisition Rights 19,000,000 potential common shares underlying the 11th Series Stock Acquisition Rights / Potential common shares underlying the 12th Series Stock Acquisition Rights 35,500,000 potential common shares underlying the 12th Series Stock Acquisition Rights |
| Issue price and disposal price | Common shares ¥50 per share / Class A shares ¥400 per share / 11th Series Stock Acquisition Rights ¥0.01 per stock acquisition right / 12th Series Stock Acquisition Rights ¥0.01 per stock acquisition right |
| Total issue value | Common shares ¥3,600,000,000 (the amount of funds raised stated in the notes is ¥3,563,450,000) / Class A shares ¥4,000,000,000 / 11th Series Stock Acquisition Rights ¥1,900 in total / 12th Series Stock Acquisition Rights ¥3,550 in total |
| Amount of funds to be raised | Common shares ¥3,600,000,000; estimated net proceeds of ¥3,563,450,000 / 11th Series Stock Acquisition Rights ¥931,726,900 (separately stated estimated net proceeds: Not disclosed) / 12th Series Stock Acquisition Rights ¥1,756,728,550 (separately stated estimated net proceeds: Not disclosed) / Class A shares ¥4,000,000,000 (separately stated estimated net proceeds: Not disclosed) |
| Payment date | 30 September 2026 |
| Intended allottee | Name ネットプライス事業再生合同会社 / Number of shares 37,000,000 common shares and 10,000,000 Class A shares, Name 合同会社四谷デジタルイノベーターズ / Number of shares 35,000,000 common shares, Name GAD有限責任事業組合 / Number of shares 190,000 of the 11th Series Stock Acquisition Rights, Name EVO FUND / Number of shares 355,000 of the 12th Series Stock Acquisition Rights |
| Dilution Rate | 156.50% based solely on the issuance of new common shares (72,000,000 shares ÷ 46,004,300 shares), or 274.33% including the potential shares underlying the Stock Acquisition Rights (126,500,000 shares ÷ 46,004,300 shares) |
| Total number of issued shares | 46,004,300 common shares and 0 Class A shares → 118,004,300 common shares and 10,000,000 Class A shares（156.50% increase in common shares (Class A shares issued from a base of 0 shares)） |
| Exercise price | ¥50 per share for both the 11th and 12th Series. Details of any adjustment provision and the adjustment floor: Not disclosed |
| Exercise period | From 1 October 2026 to 2 October 2028 |
| Number of Stock Acquisition Rights | 190,000 of the 11th Series and 355,000 of the 12th Series. Unexercised balance: Not disclosed |
| Procedures under the Corporate Code of Conduct | At the extraordinary general meeting of shareholders held on 29 September 2026, proposals concerning a third-party allotment involving substantial dilution and an issuance on favorable terms were approved. The Company entered into a total subscription agreement after the notification under the Financial Instruments and Exchange Act became effective. |
| Impact on Business Performance | The Company will pursue reforms, including strengthening its financial position and improving the profitability of its existing businesses by securing operating funds, and will work to enhance its business value. |
Items this document does not state (14)
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 Company stated that through this third-party allotment it would pursue reforms, including strengthening its financial position and improving the profitability of its existing businesses by securing operating funds, and would work to enhance its business value.