Komori
Occurring Fact428ACypress Holdings Co.,Ltd.Retail

Notice of Secondary Offering of Shares and Change in Major Shareholder

The company will offer 1,845,400 of its common shares held by a Marunouchi Capital-affiliated fund, and the fund's voting rights ratio is expected to decline from 19.11% to 2.83%. At the same time, the company resolved to repurchase its own shares, up to a total acquisition price of ¥300 million and 187,500 shares.

Worth reading
38Recurring
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
1845400
Shares (secondary offering through underwriting purchase by underwriters)
Wording
Conditional
How definitive the wording is.

Secondary Offering of Shares and Change in Major Shareholder

Subject Entity

Cypress Holdings Co.,Ltd., Marunouchi Capital No. 2 Investment Business Limited Partnership, Marunouchi Global Fund Ⅱ L.P.

Target Locations / Products

Common shares of the Company

Occurrence4 November 2026 (board resolution date and disclosure date)
This disclosure11/04/2026
Cause

The company recognizes that its collaboration and support from Marunouchi Capital has reached a certain milestone in line with progress in its growth strategy and the stabilization of its management foundation, and confirmed the intention of funds managed by Marunouchi Capital to sell their shareholdings.

Change in voting rights ownership ratio

Shareholders Covered19.11%→2.83%(-16.28pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

24,457 units (2,445,700 shares), 19.11%, No. 2 (as of 4 November 2026)

Voting rights ownership percentage after the change

3,574 units (357,400 shares), 2.83%, No. 3. Calculated based on 127,976 total voting rights of all shareholders as of 31 August 2026.

Impact on Earnings Forecast

The change will have no impact on the Company's management structure, financial results or other matters.

Outlook

The date on which the secondary offering price and other terms will be determined will be one day between 11 November 2026 and 16 November 2026, and the settlement date will be the fifth business day after the price determination date. This change will have no impact on the company's management structure or business performance. The share repurchase will be capped at a total acquisition price of ¥300 million and 187,500 shares.

Event that occurred
ItemDetails
Event nameSecondary Offering of Shares and Change in Major Shareholder
Date of occurrence4 November 2026 (board resolution date and disclosure date)
Subject EntityCypress Holdings Co.,Ltd., Marunouchi Capital No. 2 Investment Business Limited Partnership, Marunouchi Global Fund Ⅱ L.P.
Target Locations / ProductsCommon shares of the Company
CauseThe company recognizes that its collaboration and support from Marunouchi Capital has reached a certain milestone in line with progress in its growth strategy and the stabilization of its management foundation, and confirmed the intention of funds managed by Marunouchi Capital to sell their shareholdings.
Impact on Earnings ForecastThe change will have no impact on the Company's management structure, financial results or other matters.
Voting rights ownership percentage before the change24,457 units (2,445,700 shares), 19.11%, No. 2 (as of 4 November 2026)
Voting rights ownership percentage after the change3,574 units (357,400 shares), 2.83%, No. 3. Calculated based on 127,976 total voting rights of all shareholders as of 31 August 2026.
OutlookThe date on which the secondary offering price and other terms will be determined will be one day between 11 November 2026 and 16 November 2026, and the settlement date will be the fifth business day after the price determination date. This change will have no impact on the company's management structure or business performance. The share repurchase will be capped at a total acquisition price of ¥300 million and 187,500 shares.
Items this document does not state (16)
Date recognized / date notice receivedAmount of Impact on Business PerformanceAccounting period in which recognizedType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityPlanned follow-up disclosure

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 company explained that, as its collaboration and support from Marunouchi Capital has reached a certain milestone, it determined that providing the fund with an opportunity to sell its shares smoothly, thereby improving share liquidity in the market and broadening and diversifying its shareholder base, would contribute to enhancing corporate value over the medium to long term. The share repurchase is intended to strengthen shareholder returns, improve capital efficiency, mitigate the impact of the secondary offering on the supply and demand of the shares, and be used in future capital policy.

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.
Notice of Secondary Offering of Shares and Change in Major Shareholder | Cypress Holdings Co.,Ltd. (428A) timely disclosure | Komori