Details of issuance or disposal
Issuance of Stock Acquisition Rights with Provisions for Adjustment of the Exercise Price through a Third-Party Allotment, Issuance of unsecured bonds through a third-party allotment
39,000,000 underlying shares (390,000 stock acquisition rights, with 100 shares underlying each stock acquisition right)
Stock acquisition rights: ¥14,430,000, Bonds: ¥500,000,000
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of Stock Acquisition Rights with Provisions for Adjustment of the Exercise Price through a Third-Party Allotment, Issuance of unsecured bonds through a third-party allotment |
| Number of shares to be issued or disposed of | 39,000,000 underlying shares (390,000 stock acquisition rights, with 100 shares underlying each stock acquisition right) |
| Issue price and disposal price | ¥37 per stock acquisition right, Bonds: ¥100 per ¥100 of face value |
| Total issue value | Stock acquisition rights: ¥14,430,000, Bonds: ¥500,000,000 |
| Amount of funds to be raised | Estimated net proceeds of ¥3,086,430,000 from the stock acquisition rights. For the bonds, not disclosed. |
| Payment date | 1 October 2026 |
| Intended allottee | Name グロース・キャピタル株式会社 / Subject 390,000 stock acquisition rights and ¥400,000,000 of bonds, Name ネクスト・グロース株式会社 / Subject ¥100,000,000 of bonds |
| Intended allottee's holding policy | The third-party allotment agreement contains a lock-up clause. Other policies regarding holdings are not disclosed. |
| Basis for determining the amount to be paid | The initial exercise price of the stock acquisition rights is ¥79. The exercise price will be adjusted to 90% of the closing price on the trading day immediately preceding the date on which each exercise request takes effect, with a minimum exercise price of ¥44. The basis for calculating the issue price of the stock acquisition rights is not disclosed. The bonds will be issued at ¥100 per ¥100 of face value. |
| Exercise price | Initial exercise price: ¥79. Adjusted to 90% of the closing price on the immediately preceding trading day. Minimum: ¥44. No maximum. |
| Exercise period | From 1 October 2026 to 30 September 2029 (if the final day is not a bank business day, the preceding bank business day) |
| Number of Stock Acquisition Rights | Total issued: 390,000. Outstanding unexercised rights: not disclosed. |
| Reason for acquisition without consideration | If the closing price falls below the minimum exercise price on each of 10 consecutive trading days, the allottee may request the acquisition of all stock acquisition rights it holds within 20 trading days from the final day of that period. Other grounds for acquisition without consideration are not disclosed. |
| Procedures under the Corporate Code of Conduct | In accordance with the Tokyo Stock Exchange's Rules on Listing of Securities and other applicable regulations, as well as the rules of the Japan Securities Dealers Association, measures will be taken to restrict the exercise of the stock acquisition rights. |
Items this document does not state (14)
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.Payment has been completed for the stock acquisition rights and unsecured bonds resolved at the Board of Directors meeting held on 14 September 2026.