Worth reading
79Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Improvement
Direction inferred from the company’s description.Scale
100000
SharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of new shares by third-party allotment
Who receives how much100,000Shares
100,000 common shares
Hiki Takeshi (比木 武): 100,000 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥500 per share
Total issue value
¥50,000,000
Amount of funds to be raised
Total payment amount: ¥50,000,000; estimated net proceeds: ¥50,000,000
Estimated issuance expenses
¥0
Specific use of funds
Development investment in the PHR platform businessAmount ¥50 million / Scheduled timing of expenditures September–December 2026
Existing Shares and Increase
+1.18%Rate of increase
8,435,582 shares8,535,582Shares
1.18% (of total shares outstanding; also 1.18% of total voting rights)
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.
Offering structure
Major shareholders after the offering
Name Hiki Takeshi (比木 武) / Shareholding ratio 34.44％Name SUZUKEN CO.,LTD. / Shareholding ratio 19.42％Name 株式会社ブライトリンクパートナーズ / Shareholding ratio 5.19％Name Chubu Electric Power Company,Incorporated / Shareholding ratio 5.09％Name 日本郵政キャピタル株式会社 / Shareholding ratio 4.15％Name 姜琪鎬 / Shareholding ratio 2.83％Name Digital Garage,Inc. / Shareholding ratio 2.10％Name Morgan Stanley MUFG Securities Co., Ltd. / Shareholding ratio 1.64％Name 株式会社ワン / Shareholding ratio 1.41％Name マイルストーンキャピタルマネジメント株式会社 / Shareholding ratio 1.23％
Intended allottee's holding policy
The allottee intends to hold the common shares acquired through this third-party allotment over the medium to long term. The Company plans to obtain a written undertaking under which the allottee agrees to report the details of any transfer of all or part of the shares within 2 years of the payment date to the Company in writing, and the Company will report such details to the Tokyo Stock Exchange, among other matters.
Payment date
30 September 2026
Basis for determining the amount to be paid
A premium of 100.80% to the closing price of ¥249 on the immediately preceding trading day, 14 September 2026. The deviation from the average price of ¥258 over the most recent 1 month was 93.80%, from the average price of ¥252 over the most recent 3 months was 98.41%, and from the average price of ¥279 over the most recent 6 months was 79.21%.
Procedures under the Corporate Code of Conduct
Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and confirming shareholders’ intent are not required. The 3 directors serving as Audit and Supervisory Committee members, all 3 of whom are outside directors, expressed the opinion that the payment amount is lawful and reasonable and does not constitute a particularly favourable issue price.
Most recent equity financing
Timing 26 April 2024 / Type Private Placement / Amount ¥497,694,300 (estimated net proceeds), Timing 1 December 2025 / Type Issuance of First Series Unsecured Convertible Bonds with Stock Acquisition Rights by third-party allotment / Amount ¥378,000,000, Timing 1 December 2025 / Type Issuance of the 13th stock acquisition rights through a third-party allotment / Amount ¥401,135,800 (estimated net proceeds: ¥393,898,869)
Impact on Business Performance
The impact on consolidated results for the fiscal year ending December 2026 is expected to be minor.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares by third-party allotment |
| Number of shares to be issued or disposed of | 100,000 common shares |
| Issue price and disposal price | ¥500 per share |
| Total issue value | ¥50,000,000 |
| Amount of funds to be raised | Total payment amount: ¥50,000,000; estimated net proceeds: ¥50,000,000 |
| Estimated issuance expenses | ¥0 |
| Specific use of funds | Details Development investment in the PHR platform business / Amount ¥50 million / Scheduled timing of expenditures September–December 2026 |
| Payment date | 30 September 2026 |
| Intended allottee | Hiki Takeshi (比木 武): 100,000 shares |
| Intended allottee's holding policy | The allottee intends to hold the common shares acquired through this third-party allotment over the medium to long term. The Company plans to obtain a written undertaking under which the allottee agrees to report the details of any transfer of all or part of the shares within 2 years of the payment date to the Company in writing, and the Company will report such details to the Tokyo Stock Exchange, among other matters. |
| Dilution Rate | 1.18% (of total shares outstanding; also 1.18% of total voting rights) |
| Total number of issued shares | 8,435,582 shares → 8,535,582 shares（1.18％） |
| Basis for determining the amount to be paid | A premium of 100.80% to the closing price of ¥249 on the immediately preceding trading day, 14 September 2026. The deviation from the average price of ¥258 over the most recent 1 month was 93.80%, from the average price of ¥252 over the most recent 3 months was 98.41%, and from the average price of ¥279 over the most recent 6 months was 79.21%. |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and confirming shareholders’ intent are not required. The 3 directors serving as Audit and Supervisory Committee members, all 3 of whom are outside directors, expressed the opinion that the payment amount is lawful and reasonable and does not constitute a particularly favourable issue price. |
| Most recent equity financing | Timing 26 April 2024 / Type Private Placement / Amount ¥497,694,300 (estimated net proceeds), Timing 1 December 2025 / Type Issuance of First Series Unsecured Convertible Bonds with Stock Acquisition Rights by third-party allotment / Amount ¥378,000,000, Timing 1 December 2025 / Type Issuance of the 13th stock acquisition rights through a third-party allotment / Amount ¥401,135,800 (estimated net proceeds: ¥393,898,869) |
| Major shareholders after the offering | Name Hiki Takeshi (比木 武) / Shareholding ratio 34.44％, Name SUZUKEN CO.,LTD. / Shareholding ratio 19.42％, Name 株式会社ブライトリンクパートナーズ / Shareholding ratio 5.19％, Name Chubu Electric Power Company,Incorporated / Shareholding ratio 5.09％, Name 日本郵政キャピタル株式会社 / Shareholding ratio 4.15％, Name 姜琪鎬 / Shareholding ratio 2.83％, Name Digital Garage,Inc. / Shareholding ratio 2.10％, Name Morgan Stanley MUFG Securities Co., Ltd. / Shareholding ratio 1.64％, Name 株式会社ワン / Shareholding ratio 1.41％, Name マイルストーンキャピタルマネジメント株式会社 / Shareholding ratio 1.23％ |
| Impact on Business Performance | The impact on consolidated results for the fiscal year ending December 2026 is expected to be minor. |
Items this document does not state (11)
Exercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split Ratio
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 conduct financing that takes existing shareholders’ interests into consideration while maintaining a stable financial base over the long term and securing flexible financing options in anticipation of future funding needs. The proceeds will be allocated to development investment in the PHR platform business, with the aim of driving business growth and enhancing 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.