Worth reading
91Important
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
67.85
Maximum dilution rate (as a percentage of total shares issued)Wording
Avoiding a definitive answer
How definitive the wording is.Details of issuance or disposal
Issuance of Series 14 Stock Acquisition Rights with a clause for adjustment of the exercise price through a third-party allotment and issuance of Series 2 Unsecured Bonds. Acquisition and cancellation of the Series 13 Stock Acquisition Rights
Who receives how much
Number of potential shares: 39,000,000 (390,000 Stock Acquisition Rights, with each Stock Acquisition Right entitling the holder to 100 shares). All 7,938 Series 13 Stock Acquisition Rights remaining as of the present date (793,800 shares) will be acquired and cancelled
グロース・キャピタル株式会社390,000 Series 14 Stock Acquisition Rights (39,000,000 potential shares)
グロース・キャピタル株式会社¥400,000,000 of Series 2 Unsecured Bonds
ネクスト・グロース株式会社¥100,000,000 of Series 2 Unsecured Bonds
The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.
¥37 per Series 14 Stock Acquisition Right. Series 2 Unsecured Bonds: ¥100 per ¥100 of face value
Total issue value
Series 14 Stock Acquisition Rights: ¥14.430 million. Series 2 Unsecured Bonds: ¥500 million
Amount of funds to be raised
Series 14 Stock Acquisition Rights: total payment amount of ¥14.430 million, total value of assets contributed upon exercise of ¥3,081 million, estimated issuance expenses of ¥9 million, and estimated net proceeds of ¥3,086.430 million. Series 2 Unsecured Bonds: total issue amount of ¥500 million
Estimated issuance expenses
¥9 million
Specific use of funds
Development funding for “H-1337”Amount ¥3,086 million / Scheduled timing of expenditures January 2027 to March 2031
Existing Shares and Increase
+67.85%Rate of increase
57,483,412 shares96,483,412Shares
Maximum 67.85% (67.87% based on voting rights). Including the Series 13 Stock Acquisition Rights issued previously, 74.37% (74.40% based on 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.
Terms of the stock acquisition rights
Exercise price
Initial exercise price: ¥79. Adjusted to 90% of the closing price on the trading day immediately preceding the effective date of each exercise request. Minimum exercise price: ¥44. No maximum exercise price
Exercise period
1 October 2026 to 30 September 2029 (if the final day is not a banking business day, the preceding banking business day)
Number of Stock Acquisition Rights
Total issued: 390,000 Stock Acquisition Rights. Unexercised rights at issuance: 390,000. The Series 13 Stock Acquisition Rights remaining as of the present date total 7,938, all of which are scheduled to be acquired and cancelled on 29 September 2026
Reason for acquisition without consideration
If the Company’s Board of Directors resolves that acquisition is necessary, in the event of a corporate reorganization, designation as a security under supervision, security under special caution or security to be delisted, or if the rights remain outstanding on the final day of the exercise period
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.
Transfer restriction period
Agreement on a lock-up through the end of the exercise period. Transfers of the Stock Acquisition Rights require approval by the Board of Directors
Conditions for lifting transfer restrictions
Transfers of the Series 14 Stock Acquisition Rights to parties other than permitted transferees require approval by the Company’s Board of Directors. If the number of shares exercised in a single calendar month exceeds 10% of the number of listed shares as of the payment date, exercise of the excess portion will be restricted
Offering structure
Major shareholders after the offering
Name Hidaka Yuichi (日高 有一) / Shareholding ratio 9.22％Name 千寿製薬株式会社 / Shareholding ratio 3.74％Name MSIP CLIENT SECURITIES (standing proxy: モルガン・スタンレーMUFG証券株式会社) / Shareholding ratio 2.51％Name 株式会社ミートプランニング / Shareholding ratio 1.47％Name Rakuten Securities, Inc. (shared account) / Shareholding ratio 1.27％Name Hidaka Mayuko (日高 万由子) / Shareholding ratio 1.27％Name SMBC Nikko Securities Inc. / Shareholding ratio 0.84％Name Morgan Stanley MUFG Securities Co., Ltd. / Shareholding ratio 0.84％Name J.P. Morgan Securities Co., Ltd. / Shareholding ratio 0.81％Name SBI SECURITIES CO., LTD. / Shareholding ratio 0.77％
Intended allottee's holding policy
There is no agreement regarding the continued holding or deposit of the Series 14 Stock Acquisition Rights. The intended allottees plan to sell promptly the shares acquired through exercise rather than hold them for an extended period. Transfers to parties other than permitted transferees require approval by the Board of Directors.
Payment date
1 October 2026
Basis for determining the amount to be paid
The issue price of the Series 14 Stock Acquisition Rights was set at ¥37 per right, based on the ¥37 valuation calculated by an independent third-party valuation institution using a Monte Carlo simulation. The initial exercise price of ¥79 represents 90% of the closing price of ¥87 on 11 September 2026. The exercise price will be adjusted to 90% of the closing price on the trading day immediately preceding each exercise request, subject to a floor of ¥44
Procedures under the Corporate Code of Conduct
Pursuant to Article 432 of the Tokyo Stock Exchange Securities Listing Regulations, the Company obtained an opinion on the necessity and appropriateness of the issuance from a third-party committee with a certain degree of independence from management. An opinion letter approving the issuance was received on 11 September 2026
Most recent equity financing
Timing 3 June 2024 / Type Series 12 Stock Acquisition Rights issued through a third-party allotment / Amount Estimated net proceeds of ¥1,427,370,000 (amount raised to date: ¥1,136,256,160), Timing 31 July 2025 / Type Series 13 Stock Acquisition Rights issued through a third-party allotment / Amount Estimated net proceeds of ¥1,339,200,000 (amount raised to date: ¥919,064,500), Timing 10 April 2026 / Type Issuance of new shares through a third-party allotment / Amount Estimated net proceeds of ¥194,996,500
Impact on Business Performance
The impact on results for the fiscal year ending December 2026 will be minor. There will be no change to the announced research and development expenses of ¥780 million. If research and development expenses increase due to bringing development activities forward or for other reasons, the Company will disclose this promptly
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of Series 14 Stock Acquisition Rights with a clause for adjustment of the exercise price through a third-party allotment and issuance of Series 2 Unsecured Bonds. Acquisition and cancellation of the Series 13 Stock Acquisition Rights |
| Number of shares to be issued or disposed of | Number of potential shares: 39,000,000 (390,000 Stock Acquisition Rights, with each Stock Acquisition Right entitling the holder to 100 shares). All 7,938 Series 13 Stock Acquisition Rights remaining as of the present date (793,800 shares) will be acquired and cancelled |
| Issue price and disposal price | ¥37 per Series 14 Stock Acquisition Right. Series 2 Unsecured Bonds: ¥100 per ¥100 of face value |
| Total issue value | Series 14 Stock Acquisition Rights: ¥14.430 million. Series 2 Unsecured Bonds: ¥500 million |
| Amount of funds to be raised | Series 14 Stock Acquisition Rights: total payment amount of ¥14.430 million, total value of assets contributed upon exercise of ¥3,081 million, estimated issuance expenses of ¥9 million, and estimated net proceeds of ¥3,086.430 million. Series 2 Unsecured Bonds: total issue amount of ¥500 million |
| Estimated issuance expenses | ¥9 million |
| Specific use of funds | Details Development funding for “H-1337” / Amount ¥3,086 million / Scheduled timing of expenditures January 2027 to March 2031 |
| Payment date | 1 October 2026 |
| Intended allottee | Name グロース・キャピタル株式会社 / Number of Shares 390,000 Series 14 Stock Acquisition Rights (39,000,000 potential shares), Name グロース・キャピタル株式会社 / Number of Shares ¥400,000,000 of Series 2 Unsecured Bonds, Name ネクスト・グロース株式会社 / Number of Shares ¥100,000,000 of Series 2 Unsecured Bonds |
| Intended allottee's holding policy | There is no agreement regarding the continued holding or deposit of the Series 14 Stock Acquisition Rights. The intended allottees plan to sell promptly the shares acquired through exercise rather than hold them for an extended period. Transfers to parties other than permitted transferees require approval by the Board of Directors. |
| Dilution Rate | Maximum 67.85% (67.87% based on voting rights). Including the Series 13 Stock Acquisition Rights issued previously, 74.37% (74.40% based on voting rights) |
| Total number of issued shares | 57,483,412 shares (as of 30 June 2026) → 96,483,412 shares (the calculated number of shares issued after issuance, assuming all Series 14 Stock Acquisition Rights are exercised)（67.85％） |
| Basis for determining the amount to be paid | The issue price of the Series 14 Stock Acquisition Rights was set at ¥37 per right, based on the ¥37 valuation calculated by an independent third-party valuation institution using a Monte Carlo simulation. The initial exercise price of ¥79 represents 90% of the closing price of ¥87 on 11 September 2026. The exercise price will be adjusted to 90% of the closing price on the trading day immediately preceding each exercise request, subject to a floor of ¥44 |
| Exercise price | Initial exercise price: ¥79. Adjusted to 90% of the closing price on the trading day immediately preceding the effective date of each exercise request. Minimum exercise price: ¥44. No maximum exercise price |
| Exercise period | 1 October 2026 to 30 September 2029 (if the final day is not a banking business day, the preceding banking business day) |
| Number of Stock Acquisition Rights | Total issued: 390,000 Stock Acquisition Rights. Unexercised rights at issuance: 390,000. The Series 13 Stock Acquisition Rights remaining as of the present date total 7,938, all of which are scheduled to be acquired and cancelled on 29 September 2026 |
| Transfer restriction period | Agreement on a lock-up through the end of the exercise period. Transfers of the Stock Acquisition Rights require approval by the Board of Directors |
| Conditions for lifting transfer restrictions | Transfers of the Series 14 Stock Acquisition Rights to parties other than permitted transferees require approval by the Company’s Board of Directors. If the number of shares exercised in a single calendar month exceeds 10% of the number of listed shares as of the payment date, exercise of the excess portion will be restricted |
| Reason for acquisition without consideration | If the Company’s Board of Directors resolves that acquisition is necessary, in the event of a corporate reorganization, designation as a security under supervision, security under special caution or security to be delisted, or if the rights remain outstanding on the final day of the exercise period |
| Procedures under the Corporate Code of Conduct | Pursuant to Article 432 of the Tokyo Stock Exchange Securities Listing Regulations, the Company obtained an opinion on the necessity and appropriateness of the issuance from a third-party committee with a certain degree of independence from management. An opinion letter approving the issuance was received on 11 September 2026 |
| Most recent equity financing | Timing 3 June 2024 / Type Series 12 Stock Acquisition Rights issued through a third-party allotment / Amount Estimated net proceeds of ¥1,427,370,000 (amount raised to date: ¥1,136,256,160), Timing 31 July 2025 / Type Series 13 Stock Acquisition Rights issued through a third-party allotment / Amount Estimated net proceeds of ¥1,339,200,000 (amount raised to date: ¥919,064,500), Timing 10 April 2026 / Type Issuance of new shares through a third-party allotment / Amount Estimated net proceeds of ¥194,996,500 |
| Major shareholders after the offering | Name Hidaka Yuichi (日高 有一) / Shareholding ratio 9.22％, Name 千寿製薬株式会社 / Shareholding ratio 3.74％, Name MSIP CLIENT SECURITIES (standing proxy: モルガン・スタンレーMUFG証券株式会社) / Shareholding ratio 2.51％, Name 株式会社ミートプランニング / Shareholding ratio 1.47％, Name Rakuten Securities, Inc. (shared account) / Shareholding ratio 1.27％, Name Hidaka Mayuko (日高 万由子) / Shareholding ratio 1.27％, Name SMBC Nikko Securities Inc. / Shareholding ratio 0.84％, Name Morgan Stanley MUFG Securities Co., Ltd. / Shareholding ratio 0.84％, Name J.P. Morgan Securities Co., Ltd. / Shareholding ratio 0.81％, Name SBI SECURITIES CO., LTD. / Shareholding ratio 0.77％ |
| Impact on Business Performance | The impact on results for the fiscal year ending December 2026 will be minor. There will be no change to the announced research and development expenses of ¥780 million. If research and development expenses increase due to bringing development activities forward or for other reasons, the Company will disclose this promptly |
Items this document does not state (5)
Categories 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.The remaining Series 13 Stock Acquisition Rights will be acquired and cancelled because the timing and volume of future exercises have become difficult to forecast in light of the share price level and market conditions, and the related financing will therefore be discontinued. The financing through the Series 14 Stock Acquisition Rights and bonds will be conducted to secure funding for the domestic development of the glaucoma treatment drug “H-1337.”
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