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Share Issuance and Disposal3306THE SEIMA HOLDINGS CO.,LTD.Trading & Wholesale

Notice Regarding Approval of the Transfer of the First Series of Stock Acquisition Rights

The holder of the 15,000 already-issued First Series of Stock Acquisition Rights (underlying shares: 1,500,000) will change from LEOMO and LEOMO Japan Co., Ltd. to UCI. The issue terms, including the total number of stock acquisition rights, exercise price and exercise period, as well as the company's total number of issued shares, will remain unchanged.

Worth reading
49Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
1500000
Number of potential shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Approval of the transfer of the already-issued First Series of Stock Acquisition Rights

Who receives how much

15,000 stock acquisition rights (underlying common shares: 1,500,000)

Transferee: ULTIMATE CLASSIC INVESTMENT LLC. Transferors: LEOMO,inc, 6,300 rights; LEOMO Japan Co., Ltd., 8,700 rights

The lower thin line represents the existing number of shares to which these shares will be added.

Amount of funds to be raised

Consideration received by the company: None. Proceeds from the full exercise of the 15,000 rights held by UCI: ¥816,000,000

Specific use of funds
Costs related to the expansion and enhancement of the Hokuriku Plant for the food business, M&A funds and operating funds for M&A businesses
発行済株式総数

No change resulting from approval of this transfer

Terms of the stock acquisition rights
Exercise price
¥544 per share. Adjustment provision: Not disclosed
Exercise period
From 9 January 2025 to 8 January 2027
Number of Stock Acquisition Rights
Total issued: 20,100 rights; outstanding and unexercised: 20,100 rights (as of 10 July 2026)
Reason for acquisition without consideration
The company may acquire the rights at an amount equal to the issue price pursuant to a resolution of the Board of Directors
Intended allottee's holding policy
The rights were acquired for pure investment purposes, with no intention of acquiring management control or becoming a controlling shareholder. The common shares acquired through exercise will be handled with consideration for the impact on the market, taking into account market conditions, the share price, liquidity and the company's funding needs.
Payment date
8 January 2025 (no payment to the company will arise from this transfer)
Procedures under the Corporate Code of Conduct
Approval of the transfer by resolution of the Board of Directors. Not disclosed as to obtaining an opinion from an independent third party or confirming shareholders' intentions
Most recent equity financing
Timing 8 January 2025 / Type Issuance of new shares and Series 1 stock acquisition rights through a third-party allotment / Amount Total issue price of the First Series of Stock Acquisition Rights: ¥16,884,000; total exercise price: ¥1,093,440,000
Impact on Business Performance
Approval of this transfer itself will have no impact on the company's results for the current fiscal year.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalApproval of the transfer of the already-issued First Series of Stock Acquisition Rights
Number of shares to be issued or disposed of15,000 stock acquisition rights (underlying common shares: 1,500,000)
Amount of funds to be raisedConsideration received by the company: None. Proceeds from the full exercise of the 15,000 rights held by UCI: ¥816,000,000
Specific use of fundsDetails Costs related to the expansion and enhancement of the Hokuriku Plant for the food business, M&A funds and operating funds for M&A businesses / Amount Not disclosed / Scheduled timing of expenditures Not disclosed
Payment date8 January 2025 (no payment to the company will arise from this transfer)
Intended allotteeTransferee: ULTIMATE CLASSIC INVESTMENT LLC. Transferors: LEOMO,inc, 6,300 rights; LEOMO Japan Co., Ltd., 8,700 rights
Intended allottee's holding policyThe rights were acquired for pure investment purposes, with no intention of acquiring management control or becoming a controlling shareholder. The common shares acquired through exercise will be handled with consideration for the impact on the market, taking into account market conditions, the share price, liquidity and the company's funding needs.
Total number of issued sharesNo change resulting from approval of this transfer
Exercise price¥544 per share. Adjustment provision: Not disclosed
Exercise periodFrom 9 January 2025 to 8 January 2027
Number of Stock Acquisition RightsTotal issued: 20,100 rights; outstanding and unexercised: 20,100 rights (as of 10 July 2026)
Reason for acquisition without considerationThe company may acquire the rights at an amount equal to the issue price pursuant to a resolution of the Board of Directors
Procedures under the Corporate Code of ConductApproval of the transfer by resolution of the Board of Directors. Not disclosed as to obtaining an opinion from an independent third party or confirming shareholders' intentions
Most recent equity financingTiming 8 January 2025 / Type Issuance of new shares and Series 1 stock acquisition rights through a third-party allotment / Amount Total issue price of the First Series of Stock Acquisition Rights: ¥16,884,000; total exercise price: ¥1,093,440,000
Impact on Business PerformanceApproval of this transfer itself will have no impact on the company's results for the current fiscal year.
Items this document does not state (13)
Issue price and disposal priceTotal issue valueEstimated issuance expensesDilution RateBasis for determining the amount to be paidTransfer restriction periodConditions for lifting transfer restrictionsCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock 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 help maintain and enhance the potential for financing through the exercise of these stock acquisition rights. The company has confirmed that UCI acquired the rights for pure investment purposes and intends to exercise them in stages, taking into consideration market conditions, the share price, share liquidity and the company's funding needs.

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Notice Regarding Approval of the Transfer of the First Series of Stock Acquisition Rights | THE SEIMA HOLDINGS CO.,LTD. (3306) timely disclosure | Komori