Details of issuance or disposal
Issuance by third-party allotment of the 24th Series Stock Acquisition Rights with exercise-price adjustment provisions and the 3rd Series Unsecured Straight Bonds (privately placed bonds)
Potential shares: 55,800,000 shares (558,000 stock acquisition rights, each convertible into 100 common shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,116,000
109.66% (based on issued shares); 109.71% (based on voting rights)
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 | Issuance by third-party allotment of the 24th Series Stock Acquisition Rights with exercise-price adjustment provisions and the 3rd Series Unsecured Straight Bonds (privately placed bonds) |
| Number of shares to be issued or disposed of | Potential shares: 55,800,000 shares (558,000 stock acquisition rights, each convertible into 100 common shares) |
| Issue price and disposal price | ¥2 per stock acquisition right |
| Total issue value | ¥1,116,000 |
| Amount of funds to be raised | Total payment amount: ¥1,172,916,000; estimated net proceeds: ¥1,154,916,000 |
| Estimated issuance expenses | Estimated issuance expenses: ¥18,000,000 |
| Specific use of funds | Details Redemption of these corporate bonds / Amount ¥100 million / Scheduled timing of expenditures November 2026 to April 2027, Details Investment funds for the game business / Amount ¥655 million / Scheduled timing of expenditures November 2026 to November 2028, Details Funds to acquire cryptoassets for the DAT business / Amount ¥400 million / Scheduled timing of expenditures August 2027 to November 2028 |
| Payment date | 11 November 2026 (stock acquisition rights); 26 November 2026 (bonds) |
| Intended allottee | Name EVO FUND / Number of Shares Potential shares: 55,800,000 shares |
| Intended allottee's holding policy | For investment purposes. The shares acquired through exercise may be sold in the market. Any transfer of the stock acquisition rights requires the company's prior approval by resolution of its board of directors. |
| Dilution Rate | 109.66% (based on issued shares); 109.71% (based on voting rights) |
| Total number of issued shares | 50,882,560 shares → 106,682,560 shares(109.66%) |
| Basis for determining the amount to be paid | The ¥2 per stock acquisition right is equal to the valuation calculated by an independent valuation institution using a Monte Carlo simulation. The initial exercise price of ¥21 is 100% of the closing price on 23 October 2026, while the lower exercise price of ¥11 is the closing price rounded up to 50% of that price. After adjustment, the exercise price will be 100% of the lowest closing price during the price calculation period. |
| Exercise price | Initially ¥21. On each adjustment date, adjusted to 100% of the lowest closing price during the price calculation period. Floor: ¥11. |
| Exercise period | From 12 November 2026 to 12 December 2028 |
| Number of Stock Acquisition Rights | Total issued: 558,000 stock acquisition rights. Unexercised balance: Not disclosed (104,460 of the 22nd Series are scheduled to be acquired and cancelled) |
| Reason for acquisition without consideration | If the need for financing ceases or a more favorable financing method becomes available, among other cases, the stock acquisition rights may be acquired at the same price as the issue price. |
| Underwriter / lead underwriter | EVOLUTION JAPAN証券株式会社 (domestic agent) |
| Procedures under the Corporate Code of Conduct | An independent third-party committee expressed its opinion on the necessity and appropriateness. Its members are Kobayashi Shinsuke (小林信介), Shimura Naoyuki (志村直幸) and Ota Kentaro (太田健太郎). |
| Most recent equity financing | Timing 13 May 2026 / Type 22nd Series Stock Acquisition Rights and 2nd Series Unsecured Straight Bonds / Amount 210,000 stock acquisition rights (potential shares: 21,000,000); bonds: ¥292.5 million, Timing 13 May 2026 / Type 23rd Series Paid Stock Options / Amount 38,110 stock acquisition rights (potential shares: 3,811,000); total issue price: ¥3,811,000 |
| Major shareholders after the offering | Name EVO FUND / Shareholding ratio Up to 52.31% (based on voting rights) |
| Impact on Business Performance | The company aims to rebuild the competitiveness and profitability of the game business, diversify financial revenue opportunities through the DAT business, improve its financial and earnings foundations, and enhance corporate value over the medium to long term. Fluctuations in cryptoasset prices and other factors may result in valuation gains or losses. |
Items this document does not state (6)
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 funds raised through the 22nd Series Stock Acquisition Rights fell below the initial assumptions, leaving the company without sufficient funds for structural reform and growth investment in the game business and for the DAT business. The funds raised will be used to redeem the bonds, invest in the game business and acquire cryptoassets.