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Share Issuance and Disposal4344SOURCENEXT CORPORATIONInformation and Communications, Services and Others

Notice Concerning the Issuance of Stock Options (Share Acquisition Rights)

The company resolved to issue 5,740 stock options (stock acquisition rights) for no consideration to its directors, excluding outside directors, and employees. If all rights are exercised, 574,000 common shares will be delivered.

Worth reading
48Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
574000
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights as stock options

発行・処分する株式数

574,000 shares (5,740 stock acquisition rights, 100 shares per right)

Intended allottee
Category The Company's directors (excluding outside directors) / Number of Employees 2 / Number of stock acquisition rights 2,644 stock acquisition rights, Category The Company's employees / Number of Employees 34 / Number of stock acquisition rights 3,096 stock acquisition rights
Not applicable (the stock acquisition rights will be issued for no consideration)
Total issue value

Not applicable (the stock acquisition rights will be issued for no consideration)

Amount of funds to be raised
Not applicable (no payment is required upon issuance of the stock acquisition rights)
Specific use of funds
None
Terms of the stock acquisition rights
Exercise price
Average closing price for the month preceding the month of allotment × 1.05 (fractions below ¥1 rounded up). If this is lower than the closing price on the allotment date, the closing price on the allotment date will apply. Adjustment provisions apply in the event of a stock split, consolidation or similar event. The minimum price is Not disclosed.
Exercise period
Start Date 26 March 2028 / End date 25 March 2036
Number of Stock Acquisition Rights
Total number issued 5,740 / Number of unexercised units Not disclosed
Reason for acquisition without consideration
The company may acquire the stock acquisition rights at no cost if a merger or similar transaction in which the company is the disappearing company is approved by a shareholders meeting or otherwise authorized, or if a holder becomes unable to exercise the rights under the exercise conditions.
Offering structure
Underwriter / lead underwriter
None
Overallotment
None
Categories and Number of Persons Covered
Category The Company's directors (excluding outside directors) / Number of Employees 2 / Number of allocated shares Equivalent to 264,400 shares, Category The Company's employees / Number of Employees 34 / Number of allocated shares Equivalent to 309,600 shares
Payment date
Not applicable (no monetary payment is required in exchange for the stock acquisition rights)
Basis for determining the amount to be paid
The exercise price will be calculated by multiplying the average closing price of the company's common shares on the Tokyo Stock Exchange on each trading day in the month preceding the month of allotment by 1.05. However, if this price is lower than the closing price on the allotment date, the closing price on the allotment date will apply. The specific share price and amount are Not disclosed.
Procedures under the Corporate Code of Conduct
The issuance was approved by the Board of Directors pursuant to Articles 236, 238 and 240 of the Companies Act. The company has not disclosed whether it obtained an opinion from an independent third party or confirmed shareholders' intentions.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights as stock options
Number of shares to be issued or disposed of574,000 shares (5,740 stock acquisition rights, 100 shares per right)
Issue price and disposal priceNot applicable (the stock acquisition rights will be issued for no consideration)
Total issue valueNot applicable (the stock acquisition rights will be issued for no consideration)
Amount of funds to be raisedNot applicable (no payment is required upon issuance of the stock acquisition rights)
Specific use of fundsNone
Payment dateNot applicable (no monetary payment is required in exchange for the stock acquisition rights)
Intended allotteeCategory The Company's directors (excluding outside directors) / Number of Employees 2 / Number of stock acquisition rights 2,644 stock acquisition rights, Category The Company's employees / Number of Employees 34 / Number of stock acquisition rights 3,096 stock acquisition rights
Basis for determining the amount to be paidThe exercise price will be calculated by multiplying the average closing price of the company's common shares on the Tokyo Stock Exchange on each trading day in the month preceding the month of allotment by 1.05. However, if this price is lower than the closing price on the allotment date, the closing price on the allotment date will apply. The specific share price and amount are Not disclosed.
Exercise priceAverage closing price for the month preceding the month of allotment × 1.05 (fractions below ¥1 rounded up). If this is lower than the closing price on the allotment date, the closing price on the allotment date will apply. Adjustment provisions apply in the event of a stock split, consolidation or similar event. The minimum price is Not disclosed.
Exercise periodStart Date 26 March 2028 / End date 25 March 2036
Number of Stock Acquisition RightsTotal number issued 5,740 / Number of unexercised units Not disclosed
Reason for acquisition without considerationThe company may acquire the stock acquisition rights at no cost if a merger or similar transaction in which the company is the disappearing company is approved by a shareholders meeting or otherwise authorized, or if a holder becomes unable to exercise the rights under the exercise conditions.
Categories and Number of Persons CoveredCategory The Company's directors (excluding outside directors) / Number of Employees 2 / Number of allocated shares Equivalent to 264,400 shares, Category The Company's employees / Number of Employees 34 / Number of allocated shares Equivalent to 309,600 shares
Underwriter / lead underwriterNone
OverallotmentNone
Procedures under the Corporate Code of ConductThe issuance was approved by the Board of Directors pursuant to Articles 236, 238 and 240 of the Companies Act. The company has not disclosed whether it obtained an opinion from an independent third party or confirmed shareholders' intentions.
Items this document does not state (11)
Estimated issuance expensesIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationStock Split RatioMost 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.

To motivate directors and employees, strengthen their unity, and attract talented personnel with a view to increasing corporate value over the medium to long term.

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 Concerning the Issuance of Stock Options (Share Acquisition Rights) | SOURCENEXT CORPORATION (4344) timely disclosure | Komori