Komori
Share Issuance and Disposal3271The Global Ltd.Real Estate

Notice of the Convocation of an Extraordinary General Meeting of Shareholders Concerning a Share Consolidation, the Abolition of the Share Unit System and Partial Amendments to the Articles of Incorporation

As the final step in making the Company a wholly owned subsidiary through a tender offer, a proposal will be submitted to the extraordinary general meeting of shareholders to consolidate 1,838,125 common shares into 1 share, reducing the total number of shares issued to 15. Accordingly, the provisions on the number of shares constituting one trading unit will be abolished and the Articles of Incorporation will be amended. The Company is expected to be delisted on 28 July 2026.

Worth reading
32Immaterial
Scored from 4 of 5 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
1838125
Reverse stock split of shares into 1 share
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Share Consolidation

発行・処分する株式数

1,838,125 common shares consolidated into 1 share

Offering structure
Major shareholders after the offering
Name DAITO TRUST CONSTRUCTION CO.,LTD. / Shareholding ratio Not disclosedName SBI Holdings, Inc. / Shareholding ratio Not disclosed
Procedures under the Corporate Code of Conduct
A share valuation report from KPMG, an independent third-party valuation institution; an opinion from an independent special committee; and approval by all 6 disinterested directors
Most recent equity financing
Timing December 2020 / Type Third-party allotment / Amount 14,705,000 shares
Impact on Business Performance
Although the transaction may, in the short term, result in deterioration of the financial condition due to lower profitability, worsening cash flow and other factors, the Company believes that it will be able to pursue the maximization of corporate value over the medium to long term.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalShare Consolidation
Number of shares to be issued or disposed of1,838,125 common shares consolidated into 1 share
Total number of issued shares28,305,924 shares → 15 shares
Procedures under the Corporate Code of ConductA share valuation report from KPMG, an independent third-party valuation institution; an opinion from an independent special committee; and approval by all 6 disinterested directors
Most recent equity financingTiming December 2020 / Type Third-party allotment / Amount 14,705,000 shares
Major shareholders after the offeringName DAITO TRUST CONSTRUCTION CO.,LTD. / Shareholding ratio Not disclosed, Name SBI Holdings, Inc. / Shareholding ratio Not disclosed
Impact on Business PerformanceAlthough the transaction may, in the short term, result in deterioration of the financial condition due to lower profitability, worsening cash flow and other factors, the Company believes that it will be able to pursue the maximization of corporate value over the medium to long term.
Items this document does not state (21)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allotteeIntended allottee's holding policyDilution RateBasis for determining the amount to be paidExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split Ratio

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 complete the transaction under which DAITO TRUST CONSTRUCTION CO.,LTD. will make the Company a wholly owned subsidiary and ultimately become its sole shareholder. Following the share consolidation, the total number of shares issued will be 15, eliminating the need to specify the number of shares constituting one trading unit. In addition, the delisting will eliminate the need for a record date for the annual general meeting of shareholders and for the electronic provision system for general meeting materials.

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.
Notice of the Convocation of an Extraordinary General Meeting of Shareholders Concerning a Share Consolidation, the Abolition of the Share Unit System and Partial Amendments to the Articles of Incorporation | The Global Ltd. (3271) timely disclosure | Komori