Details of issuance or disposal
Share Consolidation
Consolidation of common shares into 1 share for every 28,000,000 shares
| Item | Details |
|---|---|
| Type of issuance or disposal | Share Consolidation |
| Number of shares to be issued or disposed of | Consolidation of common shares into 1 share for every 28,000,000 shares |
| Intended allottee's holding policy | R1株式会社 is expected to become the purchaser of the shares corresponding to the fractional shares. |
| Total number of issued shares | 59,584,826 shares (before the effective date) → 2 shares (after the effective date) |
| Basis for determining the amount to be paid | The sale price of the fractional shares is scheduled to be set based on ¥1,900, the same as the tender offer price. |
| Reason for acquisition without consideration | The Company is scheduled to acquire without consideration 17,130 restricted shares granted to directors by 1 June 2026. |
| Categories and Number of Persons Covered | The Company's directors (number not disclosed): 17,130 restricted shares |
| Procedures under the Corporate Code of Conduct | The proposals on the share consolidation and the amendments to the Articles of Incorporation were approved at the extraordinary general meeting of shareholders. |
| Major shareholders after the offering | R1株式会社 (expected to become the holder of 1 or more shares after the share consolidation becomes effective; ownership ratio not disclosed) |
Items this document does not state (19)
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 reduce the shares held by shareholders other than the tender offeror to fractional shares of less than 1 share and complete the transaction so that the tender offeror becomes the Company's sole shareholder. In addition, following the share consolidation, it will no longer be necessary to specify the number of shares constituting one unit, and the delisting will eliminate the need for provisions in the Articles of Incorporation concerning the record date and the electronic provision system.