Worth reading
62In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
630000
Shares (0.99% of total shares issued)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of Treasury Shares Through a Third-Party Allotment
Who receives how much630,000Shares
630,000 common shares of the Company (treasury shares)
TSI Fashion Future Foundation (630,000 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥1 per share
Total issue value
¥630,000
Amount of funds to be raised
Total payment amount: ¥630,000; estimated net proceeds: ¥630,000
Estimated issuance expenses
¥0
Specific use of funds
Various expenses required to establish the framework for the foundationAmount Estimated net proceeds of ¥630,000
発行済株式総数
0.99％
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.
Conditions on transfer restrictions
Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.
Transfer restriction period
Reporting obligations and other requirements apply if the shares are transferred within 2 years of the allotment date. The period during which transfers themselves are prohibited is not disclosed.
Offering structure
Major shareholders after the offering
Name The Master Trust Bank of Japan, Ltd. (Trust Account) / Shareholding ratio 13.56％Name Alpen Co.,Ltd. / Shareholding ratio 6.02％Name Nippon Life Insurance Company / Shareholding ratio 5.82％Name Mizuho Bank, Ltd. / Shareholding ratio 4.93％Name Sumitomo Realty & Development Co.,Ltd. / Shareholding ratio 4.27％Name Sumitomo Mitsui Banking Corporation / Shareholding ratio 3.67％Name The Custody Bank of Japan, Ltd. (Trust Account) / Shareholding ratio 3.47％Name ㈲理貴 / Shareholding ratio 3.04％Name Hasegawa Fumihiko (長谷川文彦) / Shareholding ratio 2.74％Name Miyake Masahiko (三宅正彦) / Shareholding ratio 1.84％
Intended allottee's holding policy
As dividends on the Company's common shares will be the foundation's primary source of funding for its activities, it intends to hold the shares on a long-term, ongoing basis. The Company plans to obtain a written undertaking consenting to the reporting and public disclosure requirements if all or part of the shares are transferred within 2 years of the allotment date. The foundation will also not exercise voting rights attached to the Company's shares in the future.
Payment date
To be determined
Basis for determining the amount to be paid
The Company explains that ¥1 per share is reasonable because the purpose is to support the foundation's activities and the funds raised will be used for the various expenses required to establish the framework for the foundation. No reference closing price or average share price based on the market price, or discount or premium rate, has been disclosed.
Procedures under the Corporate Code of Conduct
Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required. Separately, the transaction is subject to approval of a special resolution concerning the issuance of shares on favorable terms at the annual general meeting of shareholders scheduled for 22 May 2026.
Most recent equity financing
No applicable transactions
Impact on Business Performance
The Company expects the impact on its future results of operations to be immaterial. The Company will promptly disclose any matter requiring disclosure.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of Treasury Shares Through a Third-Party Allotment |
| Number of shares to be issued or disposed of | 630,000 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥1 per share |
| Total issue value | ¥630,000 |
| Amount of funds to be raised | Total payment amount: ¥630,000; estimated net proceeds: ¥630,000 |
| Estimated issuance expenses | ¥0 |
| Specific use of funds | Details Various expenses required to establish the framework for the foundation / Amount Estimated net proceeds of ¥630,000 / Scheduled timing of expenditures Not disclosed |
| Payment date | To be determined |
| Intended allottee | TSI Fashion Future Foundation (630,000 shares) |
| Intended allottee's holding policy | As dividends on the Company's common shares will be the foundation's primary source of funding for its activities, it intends to hold the shares on a long-term, ongoing basis. The Company plans to obtain a written undertaking consenting to the reporting and public disclosure requirements if all or part of the shares are transferred within 2 years of the allotment date. The foundation will also not exercise voting rights attached to the Company's shares in the future. |
| Dilution Rate | 0.99％ |
| Total number of issued shares | 63,438,793 shares (as of the end of February 2026) → Not disclosed |
| Basis for determining the amount to be paid | The Company explains that ¥1 per share is reasonable because the purpose is to support the foundation's activities and the funds raised will be used for the various expenses required to establish the framework for the foundation. No reference closing price or average share price based on the market price, or discount or premium rate, has been disclosed. |
| Transfer restriction period | Reporting obligations and other requirements apply if the shares are transferred within 2 years of the allotment date. The period during which transfers themselves are prohibited is not disclosed. |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting procedures to confirm shareholders' intentions are not required. Separately, the transaction is subject to approval of a special resolution concerning the issuance of shares on favorable terms at the annual general meeting of shareholders scheduled for 22 May 2026. |
| Most recent equity financing | No applicable transactions |
| Major shareholders after the offering | Name The Master Trust Bank of Japan, Ltd. (Trust Account) / Shareholding ratio 13.56％, Name Alpen Co.,Ltd. / Shareholding ratio 6.02％, Name Nippon Life Insurance Company / Shareholding ratio 5.82％, Name Mizuho Bank, Ltd. / Shareholding ratio 4.93％, Name Sumitomo Realty & Development Co.,Ltd. / Shareholding ratio 4.27％, Name Sumitomo Mitsui Banking Corporation / Shareholding ratio 3.67％, Name The Custody Bank of Japan, Ltd. (Trust Account) / Shareholding ratio 3.47％, Name ㈲理貴 / Shareholding ratio 3.04％, Name Hasegawa Fumihiko (長谷川文彦) / Shareholding ratio 2.74％, Name Miyake Masahiko (三宅正彦) / Shareholding ratio 1.84％ |
| Impact on Business Performance | The Company expects the impact on its future results of operations to be immaterial. The Company will promptly disclose any matter requiring disclosure. |
Items this document does not state (10)
Exercise priceExercise periodNumber of Stock Acquisition RightsConditions 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.Through a foundation engaged in nurturing next-generation creators, conserving biodiversity and supporting activities in local communities, the Company aims to promote growth across the fashion industry and expand human capital, thereby enhancing its brand value, supply chain and long-term corporate value.
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.