Worth reading
88Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
4800000
Shares (potential shares)Wording
Avoiding a definitive answer
How definitive the wording is.Details of issuance or disposal
Issuance of the 22nd Series Stock Acquisition Rights with Provisions for Revision of the Exercise Price and the 23rd and 24th Series Stock Acquisition Rights with Options for Revision of the Exercise Price by third-party allotment
Who receives how much
22nd Series Stock Acquisition Rights 2,000,000 shares (20,000 rights) / 23rd Series Stock Acquisition Rights 1,300,000 shares (13,000 rights) / 24th Series Stock Acquisition Rights 1,500,000 shares (15,000 rights) / Total 4,800,000 shares (48,000 rights)
株式会社ＳＢＩ証券2,000,000 shares for the 22nd series, 1,300,000 shares for the 23rd series and 1,500,000 shares for the 24th series (potential shares)
The lower thin line represents the existing number of shares to which these shares will be added.
22nd Series Stock Acquisition Rights ¥482 per right / 23rd Series Stock Acquisition Rights ¥280 per right / 24th Series Stock Acquisition Rights ¥124 per right
Total issue value
¥15,140,000
Amount of funds to be raised
¥4,197,640,000 in proceeds from the stock acquisition rights, with estimated net proceeds of ¥4,175,640,000
Estimated issuance expenses
¥22,000,000
Specific use of funds
Clinical trial expenses, including costs for clinical trial sites, CRO expenses, drug manufacturing and formulation, and procurement of concomitant medicationsAmount ¥3,245 million / Scheduled timing of expenditures November 2026 to August 2028
Business operating expenses, including basic research expenses and selling, general and administrative expensesAmount ¥930 million / Scheduled timing of expenditures November 2026 to August 2028
Existing Shares and Increase
+24.35%Rate of increase
19,713,655 shares24,513,655Shares
24.35% (24.37% on a voting rights basis)
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
¥778 for the 22nd series, ¥855 for the 23rd series and ¥1,010 for the 24th series. The 22nd series will be revised to 92% of the closing price on the immediately preceding trading day, with a floor of ¥389. The 23rd and 24th series may be revised to 92% of the closing price after the Board of Directors resolves to exercise the option to revise the exercise price, with a floor of ¥389 for each series.
Exercise period
2 November 2026 to 2 November 2028
Number of Stock Acquisition Rights
Total issuance of 48,000 rights (20,000 rights for the 22nd series, 13,000 rights for the 23rd series and 15,000 rights for the 24th series). Unexercised balance: Not disclosed.
Reason for acquisition without consideration
If the Company resolves that acquisition is necessary by a resolution of the Board of Directors, in the event of a corporate reorganization, if the Company is designated as a security under supervision, a security under special caution or a security to be delisted, or on the final day of the exercise period, the Company may acquire the stock acquisition rights of each series for an amount equal to the issue price.
Offering structure
Underwriter / lead underwriter
株式会社ＳＢＩ証券
Major shareholders after the offering
The potential shares underlying these stock acquisition rights are not intended to be held for an extended period, so the major shareholders and their respective shareholdings after the offering are not shown.
Intended allottee's holding policy
The allottee does not intend to hold the stock acquisition rights for an extended period and plans to sell the shares acquired upon exercise promptly, taking share price trends into consideration. Any transfer of the stock acquisition rights requires the approval of the Company's Board of Directors.
Payment date
30 October 2026
Basis for determining the amount to be paid
Valuation based on a Monte Carlo simulation conducted by a third-party valuation institution. The initial exercise price of ¥778 for the 22nd series was equal to the closing price of ¥778 on 13 October 2026. The ¥855 exercise price for the 23rd series was 109.90% of the closing price on the trading day immediately preceding the resolution to issue the rights, and the ¥1,010 exercise price for the 24th series was 129.82% of that closing price. Upon revision, the exercise price will be 92% of the closing price on the immediately preceding trading day, representing an 8% discount.
Procedures under the Corporate Code of Conduct
Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, the Company determined that neither an opinion from an independent third party nor a procedure to confirm shareholders' intentions under Article 432 of the Tokyo Stock Exchange Securities Listing Regulations is required.
Most recent equity financing
Timing Resolution dated 18 May 2023; issuance on 2 June 2023 / Type New shares and the 19th and 20th Series Stock Acquisition Rights with Provisions for Revision of the Exercise Price / Amount ¥3,721.9 million
Impact on Business Performance
The impact on results for the fiscal year ending June 2027 is expected to be minor.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of the 22nd Series Stock Acquisition Rights with Provisions for Revision of the Exercise Price and the 23rd and 24th Series Stock Acquisition Rights with Options for Revision of the Exercise Price by third-party allotment |
| Number of shares to be issued or disposed of | 22nd Series Stock Acquisition Rights 2,000,000 shares (20,000 rights) / 23rd Series Stock Acquisition Rights 1,300,000 shares (13,000 rights) / 24th Series Stock Acquisition Rights 1,500,000 shares (15,000 rights) / Total 4,800,000 shares (48,000 rights) |
| Issue price and disposal price | 22nd Series Stock Acquisition Rights ¥482 per right / 23rd Series Stock Acquisition Rights ¥280 per right / 24th Series Stock Acquisition Rights ¥124 per right |
| Total issue value | ¥15,140,000 |
| Amount of funds to be raised | ¥4,197,640,000 in proceeds from the stock acquisition rights, with estimated net proceeds of ¥4,175,640,000 |
| Estimated issuance expenses | ¥22,000,000 |
| Specific use of funds | Details Clinical trial expenses, including costs for clinical trial sites, CRO expenses, drug manufacturing and formulation, and procurement of concomitant medications / Amount ¥3,245 million / Scheduled timing of expenditures November 2026 to August 2028, Details Business operating expenses, including basic research expenses and selling, general and administrative expenses / Amount ¥930 million / Scheduled timing of expenditures November 2026 to August 2028 |
| Payment date | 30 October 2026 |
| Intended allottee | Name 株式会社ＳＢＩ証券 / Number of Shares 2,000,000 shares for the 22nd series, 1,300,000 shares for the 23rd series and 1,500,000 shares for the 24th series (potential shares) |
| Intended allottee's holding policy | The allottee does not intend to hold the stock acquisition rights for an extended period and plans to sell the shares acquired upon exercise promptly, taking share price trends into consideration. Any transfer of the stock acquisition rights requires the approval of the Company's Board of Directors. |
| Dilution Rate | 24.35% (24.37% on a voting rights basis) |
| Total number of issued shares | 19,713,655 shares → 24,513,655 shares (if all of these stock acquisition rights are exercised)（24.35％） |
| Basis for determining the amount to be paid | Valuation based on a Monte Carlo simulation conducted by a third-party valuation institution. The initial exercise price of ¥778 for the 22nd series was equal to the closing price of ¥778 on 13 October 2026. The ¥855 exercise price for the 23rd series was 109.90% of the closing price on the trading day immediately preceding the resolution to issue the rights, and the ¥1,010 exercise price for the 24th series was 129.82% of that closing price. Upon revision, the exercise price will be 92% of the closing price on the immediately preceding trading day, representing an 8% discount. |
| Exercise price | ¥778 for the 22nd series, ¥855 for the 23rd series and ¥1,010 for the 24th series. The 22nd series will be revised to 92% of the closing price on the immediately preceding trading day, with a floor of ¥389. The 23rd and 24th series may be revised to 92% of the closing price after the Board of Directors resolves to exercise the option to revise the exercise price, with a floor of ¥389 for each series. |
| Exercise period | 2 November 2026 to 2 November 2028 |
| Number of Stock Acquisition Rights | Total issuance of 48,000 rights (20,000 rights for the 22nd series, 13,000 rights for the 23rd series and 15,000 rights for the 24th series). Unexercised balance: Not disclosed. |
| Reason for acquisition without consideration | If the Company resolves that acquisition is necessary by a resolution of the Board of Directors, in the event of a corporate reorganization, if the Company is designated as a security under supervision, a security under special caution or a security to be delisted, or on the final day of the exercise period, the Company may acquire the stock acquisition rights of each series for an amount equal to the issue price. |
| Underwriter / lead underwriter | 株式会社ＳＢＩ証券 |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, the Company determined that neither an opinion from an independent third party nor a procedure to confirm shareholders' intentions under Article 432 of the Tokyo Stock Exchange Securities Listing Regulations is required. |
| Most recent equity financing | Timing Resolution dated 18 May 2023; issuance on 2 June 2023 / Type New shares and the 19th and 20th Series Stock Acquisition Rights with Provisions for Revision of the Exercise Price / Amount ¥3,721.9 million |
| Major shareholders after the offering | The potential shares underlying these stock acquisition rights are not intended to be held for an extended period, so the major shareholders and their respective shareholdings after the offering are not shown. |
| Impact on Business Performance | The impact on results for the fiscal year ending June 2027 is expected to be minor. |
Items this document does not state (6)
Transfer restriction periodConditions for lifting transfer restrictionsCategories and Number of Persons CoveredTotal Stock-Based CompensationOverallotmentStock 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 fund the costs of the European Phase 3 clinical trial for CBP501, as well as basic research expenses, selling, general and administrative expenses, and other business operating expenses. The Company stated that it determined that securing growth investment funds independently from investors and the equity markets would be the optimal approach to enhance corporate value over the medium to long term by advancing the clinical trial early and reliably.
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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.