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Share Issuance and Disposal4099SHIKOKU KASEI HOLDINGS CORPORATIONMaterials and Chemicals

Notice Regarding the Secondary Offering of Shares

The Company has resolved to conduct a secondary offering of 4,756,000 of its common shares held by existing shareholders through an underwritten offering. In addition, an over-allotment offering of up to 713,400 shares will be conducted depending on demand.

Worth reading
34Immaterial
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
4756000
Shares
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Secondary offering of shares (secondary offering through purchase underwriting by underwriters) and secondary offering through an over-allotment

発行・処分する株式数

Underwritten offering: 4,756,000 shares (breakdown: Nisshinbo Holdings Inc. 2,000,000 shares, TAIYO HOLDINGS CO.,LTD. 1,490,000 shares, and Daiwa Securities Co., Ltd. 1,266,000 shares). Over-allotment offering: up to 713,400 shares

Intended allottee
not disclosed (no specific allottee because this is an offering)
発行済株式総数

No increase as a result of the secondary offering

Terms of the stock acquisition rights
Exercise period
Not applicable (the exercise period for the greenshoe option runs from the settlement date through 28 September 2026)
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
Lock-up period for the selling shareholders and others: from the date on which the offering price and other terms are determined through the date falling 180 days after the settlement date of the underwritten offering.
Conditions for lifting transfer restrictions
Prior written consent from Daiwa Securities Co., Ltd. However, Daiwa Securities Co., Ltd. may, at its discretion, release some or all of the agreed restrictions during the lock-up period.
Offering structure
Underwriter / lead underwriter
Daiwa Securities Co., Ltd. (administrative lead manager and sole bookrunner), Nomura Securities Co., Ltd. (joint lead manager)
Overallotment
Up to 713,400 shares. No third-party allotment is stated.
Intended allottee's holding policy
Nisshinbo Holdings Inc., The Master Trust Bank of Japan, Ltd. (retirement benefit trust account, The Hyakujushi Bank, Ltd. account), and Kagawa Bank, Ltd. will be restricted from selling or otherwise disposing of their shares during the lock-up period. The period runs from the date on which the offering price and other terms are determined through the date falling 180 days after the settlement date. However, Daiwa Securities Co., Ltd. may release these restrictions with its prior consent and at its discretion.
Basis for determining the amount to be paid
The indicative price range will be 0.90 to 1.00 times the closing price for regular trading of the common shares on the Tokyo Stock Exchange on the date on which the offering price and other terms are determined, with the final price to be determined after taking demand and other factors into account.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalSecondary offering of shares (secondary offering through purchase underwriting by underwriters) and secondary offering through an over-allotment
Number of shares to be issued or disposed ofUnderwritten offering: 4,756,000 shares (breakdown: Nisshinbo Holdings Inc. 2,000,000 shares, TAIYO HOLDINGS CO.,LTD. 1,490,000 shares, and Daiwa Securities Co., Ltd. 1,266,000 shares). Over-allotment offering: up to 713,400 shares
Intended allotteenot disclosed (no specific allottee because this is an offering)
Intended allottee's holding policyNisshinbo Holdings Inc., The Master Trust Bank of Japan, Ltd. (retirement benefit trust account, The Hyakujushi Bank, Ltd. account), and Kagawa Bank, Ltd. will be restricted from selling or otherwise disposing of their shares during the lock-up period. The period runs from the date on which the offering price and other terms are determined through the date falling 180 days after the settlement date. However, Daiwa Securities Co., Ltd. may release these restrictions with its prior consent and at its discretion.
Total number of issued sharesNo increase as a result of the secondary offering
Basis for determining the amount to be paidThe indicative price range will be 0.90 to 1.00 times the closing price for regular trading of the common shares on the Tokyo Stock Exchange on the date on which the offering price and other terms are determined, with the final price to be determined after taking demand and other factors into account.
Exercise periodNot applicable (the exercise period for the greenshoe option runs from the settlement date through 28 September 2026)
Transfer restriction periodLock-up period for the selling shareholders and others: from the date on which the offering price and other terms are determined through the date falling 180 days after the settlement date of the underwritten offering.
Conditions for lifting transfer restrictionsPrior written consent from Daiwa Securities Co., Ltd. However, Daiwa Securities Co., Ltd. may, at its discretion, release some or all of the agreed restrictions during the lock-up period.
Underwriter / lead underwriterDaiwa Securities Co., Ltd. (administrative lead manager and sole bookrunner), Nomura Securities Co., Ltd. (joint lead manager)
OverallotmentUp to 713,400 shares. No third-party allotment is stated.
Items this document does not state (17)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateDilution RateExercise priceNumber of Stock Acquisition RightsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

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 light of the trend toward reducing cross-shareholdings, the Company confirmed the intention of certain shareholders to sell their shares and aims to provide shareholders with a smooth opportunity to sell, while expanding and diversifying its shareholder base, particularly among individual investors, and improving share liquidity.

How to read this page

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Notice Regarding the Secondary Offering of Shares | SHIKOKU KASEI HOLDINGS CORPORATION (4099) timely disclosure | Komori