Details of issuance or disposal
Subject shares: 45,000,000 shares
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.
| Item | Details |
|---|---|
| Number of shares to be issued or disposed of | Subject shares: 45,000,000 shares |
| Payment date | 2 July 2026 (previous third-party allotment of new shares) |
| Intended allottee | 株式会社コンヴァノ (parent company) |
| Intended allottee's holding policy | The policy is to hold the subject shares over the medium to long term. Following the lifting of the restrictions, the policy is to consider selling part of the subject shares as necessary, while taking the impact on the market into consideration. |
| Transfer restriction period | 6 months from the payment date (just over 2 months remaining as of the lifting of the restrictions; the original expiry was scheduled for early January 2027) |
| Conditions for lifting transfer restrictions | A mechanism under which disposal may be permitted with the company's prior written consent. Under this disclosure, the parties agreed to lift all restrictions on the sale, pledging, lending and any other disposal of the subject shares. |
| Procedures under the Corporate Code of Conduct | The matter was deliberated and resolved by the Board of Directors, including the independent outside directors. An opinion letter was obtained from independent outside directors who have no conflict of interest with コンヴァノ, stating that the matter would not disadvantage minority shareholders. The 1 company director who also serves as a director of コンヴァノ was excluded from the deliberations, resolution and negotiations. |
| Most recent equity financing | Payment completed on 2 July 2026: issuance of new shares through a third-party allotment. Subject shares: 45,000,000 shares; issue price: ¥20 per share. |
| Impact on Business Performance | The lifting of the restrictions itself will have no impact on the company's results. |
Items this document does not state (19)
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.In addition to achieving the original objectives of the lock-up, namely compliance with listing maintenance standards and stabilising supply and demand immediately after the capital increase, the company aims to improve the tradable share ratio and market liquidity associated with the parent-subsidiary listing and prepare the environment for future equity financing.