Komori
Share Issuance and Disposal4582SymBio Pharmaceuticals LimitedPharmaceuticals

Notice Regarding the Issuance of Stock Acquisition Rights (Stock Options) to the Company's Employees

The Company resolved to issue 35,000 Series 69 Stock Acquisition Rights as stock options to 81 employees. Each stock acquisition right entitles the holder to receive 25 common shares at an exercise price of ¥1 per share, resulting in the issuance of up to 875,000 shares if all rights are exercised.

Worth reading
45Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
1100000
Shares (maximum number of shares to be issued, including those covered by the issuance to directors)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights (stock options) to the Company's employees (Series 69 Stock Acquisition Rights)

発行・処分する株式数

35,000 stock acquisition rights, each entitling the holder to receive 25 common shares (up to 875,000 shares)

Intended allottee
Name The Company's employees / Number of Employees 81 people / Number of stock acquisition rights 35,000 stock acquisition rights
The fair value of the stock acquisition rights calculated using the Black-Scholes model on the allotment date (the specific amount per right is Not disclosed)
Amount of funds to be raised

Total amount to be paid: Not disclosed; estimated net proceeds: Not disclosed

発行済株式総数

Up to 1,100,000 shares, including the issuance to directors, equivalent to 1.52% of the 72,203,710 issued shares as of the date of the issuance resolution

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
The initial exercise price is ¥1 per share. The adjustment provisions and adjustment floor are Not disclosed.
Exercise period
Start Date 25 March 2029 / End date 24 March 2036
Number of Stock Acquisition Rights
Total issued: 35,000 stock acquisition rights. The number of outstanding unexercised rights is Not disclosed.
Reason for acquisition without consideration
If approval is obtained at a shareholders meeting or a resolution is adopted by the Board of Directors regarding a merger, company split, share exchange or share transfer, an amendment to the Articles of Incorporation imposing transfer restrictions on all shares, or an amendment to the Articles of Incorporation imposing transfer restrictions or an acquisition provision on all shares of the class subject to the stock acquisition rights.
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.

Conditions for lifting transfer restrictions
In principle, the holder must be a director or employee of the Company or one of its affiliates at the time of exercise. Exceptions apply in cases including retirement upon expiry of the term of office, mandatory retirement, or when the Board of Directors recognizes the departure or retirement as amicable.
Stock Split RatioIn the event of a share split or consolidation, the number of shares underlying the unexercised stock acquisition rights will be adjusted in accordance with the split or consolidation ratio. The specific split ratio and effective date are Not disclosed.
Categories and Number of Persons Covered
81 employees of the Company, holding 35,000 stock acquisition rights
Basis for determining the amount to be paid
The fair value calculated using the Black-Scholes model based on the closing price of the Company's shares on the Tokyo Stock Exchange on the allotment date, share price volatility, dividend yield, risk-free interest rate, the exercise price, the period until expiration and other factors. The discount rate and premium rate are Not disclosed.
Impact on Business Performance
The issuance is intended to increase employees' motivation and morale to improve performance, contribute to medium- to long-term incentives for directors and employees, and increase corporate value. The specific monetary impact on performance is Not disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights (stock options) to the Company's employees (Series 69 Stock Acquisition Rights)
Number of shares to be issued or disposed of35,000 stock acquisition rights, each entitling the holder to receive 25 common shares (up to 875,000 shares)
Issue price and disposal priceThe fair value of the stock acquisition rights calculated using the Black-Scholes model on the allotment date (the specific amount per right is Not disclosed)
Amount of funds to be raisedTotal amount to be paid: Not disclosed; estimated net proceeds: Not disclosed
Intended allotteeName The Company's employees / Number of Employees 81 people / Number of stock acquisition rights 35,000 stock acquisition rights
Dilution RateUp to 1,100,000 shares, including the issuance to directors, equivalent to 1.52% of the 72,203,710 issued shares as of the date of the issuance resolution
Total number of issued shares72,203,710 shares → Not disclosed
Basis for determining the amount to be paidThe fair value calculated using the Black-Scholes model based on the closing price of the Company's shares on the Tokyo Stock Exchange on the allotment date, share price volatility, dividend yield, risk-free interest rate, the exercise price, the period until expiration and other factors. The discount rate and premium rate are Not disclosed.
Exercise priceThe initial exercise price is ¥1 per share. The adjustment provisions and adjustment floor are Not disclosed.
Exercise periodStart Date 25 March 2029 / End date 24 March 2036
Number of Stock Acquisition RightsTotal issued: 35,000 stock acquisition rights. The number of outstanding unexercised rights is Not disclosed.
Conditions for lifting transfer restrictionsIn principle, the holder must be a director or employee of the Company or one of its affiliates at the time of exercise. Exceptions apply in cases including retirement upon expiry of the term of office, mandatory retirement, or when the Board of Directors recognizes the departure or retirement as amicable.
Reason for acquisition without considerationIf approval is obtained at a shareholders meeting or a resolution is adopted by the Board of Directors regarding a merger, company split, share exchange or share transfer, an amendment to the Articles of Incorporation imposing transfer restrictions on all shares, or an amendment to the Articles of Incorporation imposing transfer restrictions or an acquisition provision on all shares of the class subject to the stock acquisition rights.
Categories and Number of Persons Covered81 employees of the Company, holding 35,000 stock acquisition rights
Stock Split RatioIn the event of a share split or consolidation, the number of shares underlying the unexercised stock acquisition rights will be adjusted in accordance with the split or consolidation ratio. The specific split ratio and effective date are Not disclosed.
Impact on Business PerformanceThe issuance is intended to increase employees' motivation and morale to improve performance, contribute to medium- to long-term incentives for directors and employees, and increase corporate value. The specific monetary impact on performance is Not disclosed.
Items this document does not state (12)
Total issue valueEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyTransfer restriction periodTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offering

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 increase employees' motivation and morale to improve performance. The Company also believes that providing directors and employees with medium- to long-term incentives will contribute to increasing corporate value.

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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.
Notice Regarding the Issuance of Stock Acquisition Rights (Stock Options) to the Company's Employees | SymBio Pharmaceuticals Limited (4582) timely disclosure | Komori