Worth reading
68In focus
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
0.3
Dilution rate (as a percentage of total shares outstanding)Wording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of the 28th stock acquisition rights (paid stock options)
Who receives how much
10,000 common shares of the Company (100 stock acquisition rights, each representing 100 shares)
The Company’s directors and 10 employees100 stock acquisition rights (10,000 underlying shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥4,800 per stock acquisition right
Total issue value
¥480,000 (¥4,800 × 100 rights)
Amount of funds to be raised
Total amount to be paid: ¥480,000; estimated net proceeds: Not disclosed
発行済株式総数
If all of these stock acquisition rights are exercised, the number of common shares will increase by 10,000.
0.3% (as a percentage of total shares outstanding)
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.
Terms of the stock acquisition rights
Exercise price
The initial exercise price is ¥2,476 per share. Adjustment provisions apply in connection with share splits and consolidations, issuance of shares by way of offering or disposal of treasury shares at a lower paid-in amount, corporate reorganizations and other events. Floor: Not disclosed
Exercise period
From 30 June 2026 to 29 June 2036
Number of Stock Acquisition Rights
Total number issued: 100; number of unexercised rights: Not disclosed
Reason for acquisition without consideration
If, before the rights are exercised, a merger or other transaction in which the Company becomes the disappearing company is approved by a shareholders meeting or the Board of Directors, if a holder no longer satisfies the exercise conditions, or if a holder waives the stock acquisition rights.
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.
Conditions for lifting transfer restrictions
If net sales for the fiscal year ending December 2026 are at least ¥3.7 billion and operating profit is at least ¥875 million but less than ¥900 million, 50% of the rights may be exercised; if operating profit is at least ¥900 million, 100% may be exercised. At the time of exercise, the holder must hold a position as a director, Audit & Supervisory Board member or employee of the Company or one of its subsidiaries, except where the Board of Directors recognizes a valid reason.
Categories and Number of Persons Covered
The Company's directors and 10 employees; 100 stock acquisition rights
Payment date
30 June 2026
Basis for determining the amount to be paid
The exercise price is ¥2,476 per share, the closing price of the Company's common shares on the Tokyo Stock Exchange on 9 June 2026. The issue price of ¥4,800 per stock acquisition right is equal to the fair value calculated by the third-party valuation firm Stand by C Co., Ltd., using a Monte Carlo simulation and taking share price information and other factors into account. Discount rate and premium rate: Not disclosed
Procedures under the Corporate Code of Conduct
Because the rights are issued for consideration at fair value and on terms that are not particularly favorable, the issuance will be carried out pursuant to a Board of Directors resolution without obtaining shareholders meeting approval.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of the 28th stock acquisition rights (paid stock options) |
| Number of shares to be issued or disposed of | 10,000 common shares of the Company (100 stock acquisition rights, each representing 100 shares) |
| Issue price and disposal price | ¥4,800 per stock acquisition right |
| Total issue value | ¥480,000 (¥4,800 × 100 rights) |
| Amount of funds to be raised | Total amount to be paid: ¥480,000; estimated net proceeds: Not disclosed |
| Payment date | 30 June 2026 |
| Intended allottee | Name The Company’s directors and 10 employees / Number of Shares 100 stock acquisition rights (10,000 underlying shares) |
| Dilution Rate | 0.3% (as a percentage of total shares outstanding) |
| Total number of issued shares | If all of these stock acquisition rights are exercised, the number of common shares will increase by 10,000. |
| Basis for determining the amount to be paid | The exercise price is ¥2,476 per share, the closing price of the Company's common shares on the Tokyo Stock Exchange on 9 June 2026. The issue price of ¥4,800 per stock acquisition right is equal to the fair value calculated by the third-party valuation firm Stand by C Co., Ltd., using a Monte Carlo simulation and taking share price information and other factors into account. Discount rate and premium rate: Not disclosed |
| Exercise price | The initial exercise price is ¥2,476 per share. Adjustment provisions apply in connection with share splits and consolidations, issuance of shares by way of offering or disposal of treasury shares at a lower paid-in amount, corporate reorganizations and other events. Floor: Not disclosed |
| Exercise period | From 30 June 2026 to 29 June 2036 |
| Number of Stock Acquisition Rights | Total number issued: 100; number of unexercised rights: Not disclosed |
| Conditions for lifting transfer restrictions | If net sales for the fiscal year ending December 2026 are at least ¥3.7 billion and operating profit is at least ¥875 million but less than ¥900 million, 50% of the rights may be exercised; if operating profit is at least ¥900 million, 100% may be exercised. At the time of exercise, the holder must hold a position as a director, Audit & Supervisory Board member or employee of the Company or one of its subsidiaries, except where the Board of Directors recognizes a valid reason. |
| Reason for acquisition without consideration | If, before the rights are exercised, a merger or other transaction in which the Company becomes the disappearing company is approved by a shareholders meeting or the Board of Directors, if a holder no longer satisfies the exercise conditions, or if a holder waives the stock acquisition rights. |
| Categories and Number of Persons Covered | The Company's directors and 10 employees; 100 stock acquisition rights |
| Procedures under the Corporate Code of Conduct | Because the rights are issued for consideration at fair value and on terms that are not particularly favorable, the issuance will be carried out pursuant to a Board of Directors resolution without obtaining shareholders meeting approval. |
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyTransfer restriction periodTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock 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 increase the commitment of directors and employees to management and business performance with a view to enhancing corporate value over the medium to long term. The Company explained that setting performance targets, including net sales of at least ¥3.7 billion and operating profit of at least ¥875 million, as exercise conditions will contribute to improving corporate and shareholder value upon achievement of those targets.
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