Worth reading
73In focus
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
91600
sharesWording
Definitive
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares through a third-party allotment
Who receives how much91,600Shares
91,600 treasury shares
ICOM INCORPORATED (91,600 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,080 per share
Total issue value
¥98,928,000
Amount of funds to be raised
Total funds raised: ¥98,928,000; estimated net proceeds: ¥96,828,000
Estimated issuance expenses
¥2,100,000
Specific use of funds
Funds for the purchase of ICOM INCORPORATED shares pursuant to the capital alliance with ICOM INCORPORATED (subscription funds)Amount ¥96,828,000 / Scheduled timing of expenditures 16 November 2026
発行済株式総数
1.01% (voting rights ratio relative to total voting rights: 1.07%)
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.
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
Transfers within 2 years of the payment date must be reported. The acquired shares may not be disposed of without prior written consent.
Conditions for lifting transfer restrictions
The company's prior written consent
Offering structure
Major shareholders after the offering
Name Challenge No. 2 Investment Partnership; managing partner: 有限会社キャピタル・マネジメント / Shareholding ratio 14.36％Name Ikeda Yukiko (池田 有希子) / Shareholding ratio 8.20％Name Minami Soei (南 壮栄) / Shareholding ratio 7.18％Name Iwao Shumpei (岩尾 俊兵) / Shareholding ratio 5.51％Name ＤＢＳ ＢＡＮＫ ＬＴＤ / Shareholding ratio 4.09％Name Sunshine G Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 3.54％Name Sunshine H Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 2.62％Name Sunshine F Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 2.58％Name Sunshine E Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 1.42％Name Shimizu Toyoharu (清水豊晴) / Shareholding ratio 1.17％
Intended allottee's holding policy
This is an investment intended to strengthen the business relationship with the company. On the assumption that the business alliance will continue, the shares will be held on a long-term and ongoing basis. The acquired shares will not be transferred or otherwise disposed of without prior written consent.
Payment date
16 November 2026
Basis for determining the amount to be paid
The price was determined based on the closing price of ¥1,080 on the Tokyo Stock Exchange on 29 October 2026, following individual consultations and negotiations. This was the same as the closing price on the immediately preceding trading day, a 16.10% premium to the one-month average of ¥930.24, a 45.76% premium to the three-month average of ¥740.95, and a 47.56% premium to the six-month average of ¥731.93.
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, obtaining an opinion from an independent third party and conducting procedures to confirm shareholder intent are not required. All 3 directors who are Audit & Supervisory Committee members provided opinions on the appropriateness and reasonableness of the disposal price.
Most recent equity financing
Timing 2 March 2026 / Type Third-party allotment of the 17th stock acquisition rights (with an exercise price adjustment clause) / Amount Funds expected to be raised at issuance: ¥860,437,800 (estimated net proceeds: ¥837,387,800), Timing 29 May 2026 / Type Third-party allotment of the 18th stock acquisition rights (paid stock options) / Amount Funds raised: ¥0
Impact on Business Performance
The impact of this disposal of treasury shares on financial results is expected to be immaterial.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares through a third-party allotment |
| Number of shares to be issued or disposed of | 91,600 treasury shares |
| Issue price and disposal price | ¥1,080 per share |
| Total issue value | ¥98,928,000 |
| Amount of funds to be raised | Total funds raised: ¥98,928,000; estimated net proceeds: ¥96,828,000 |
| Estimated issuance expenses | ¥2,100,000 |
| Specific use of funds | Details Funds for the purchase of ICOM INCORPORATED shares pursuant to the capital alliance with ICOM INCORPORATED (subscription funds) / Amount ¥96,828,000 / Scheduled timing of expenditures 16 November 2026 |
| Payment date | 16 November 2026 |
| Intended allottee | ICOM INCORPORATED (91,600 shares) |
| Intended allottee's holding policy | This is an investment intended to strengthen the business relationship with the company. On the assumption that the business alliance will continue, the shares will be held on a long-term and ongoing basis. The acquired shares will not be transferred or otherwise disposed of without prior written consent. |
| Dilution Rate | 1.01% (voting rights ratio relative to total voting rights: 1.07%) |
| Total number of issued shares | 9,177,000 shares (as of 30 September 2026) → Not disclosed |
| Basis for determining the amount to be paid | The price was determined based on the closing price of ¥1,080 on the Tokyo Stock Exchange on 29 October 2026, following individual consultations and negotiations. This was the same as the closing price on the immediately preceding trading day, a 16.10% premium to the one-month average of ¥930.24, a 45.76% premium to the three-month average of ¥740.95, and a 47.56% premium to the six-month average of ¥731.93. |
| Transfer restriction period | Transfers within 2 years of the payment date must be reported. The acquired shares may not be disposed of without prior written consent. |
| Conditions for lifting transfer restrictions | The company's prior written consent |
| 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, obtaining an opinion from an independent third party and conducting procedures to confirm shareholder intent are not required. All 3 directors who are Audit & Supervisory Committee members provided opinions on the appropriateness and reasonableness of the disposal price. |
| Most recent equity financing | Timing 2 March 2026 / Type Third-party allotment of the 17th stock acquisition rights (with an exercise price adjustment clause) / Amount Funds expected to be raised at issuance: ¥860,437,800 (estimated net proceeds: ¥837,387,800), Timing 29 May 2026 / Type Third-party allotment of the 18th stock acquisition rights (paid stock options) / Amount Funds raised: ¥0 |
| Major shareholders after the offering | Name Challenge No. 2 Investment Partnership; managing partner: 有限会社キャピタル・マネジメント / Shareholding ratio 14.36％, Name Ikeda Yukiko (池田 有希子) / Shareholding ratio 8.20％, Name Minami Soei (南 壮栄) / Shareholding ratio 7.18％, Name Iwao Shumpei (岩尾 俊兵) / Shareholding ratio 5.51％, Name ＤＢＳ ＢＡＮＫ ＬＴＤ / Shareholding ratio 4.09％, Name Sunshine G Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 3.54％, Name Sunshine H Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 2.62％, Name Sunshine F Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 2.58％, Name Sunshine E Investment Partnership; managing partner: ＵＧＳアセットマネジメント株式会社 / Shareholding ratio 1.42％, Name Shimizu Toyoharu (清水豊晴) / Shareholding ratio 1.17％ |
| Impact on Business Performance | The impact of this disposal of treasury shares on financial results is expected to be immaterial. |
Items this document does not state (9)
Exercise priceExercise periodNumber of Stock Acquisition RightsReason 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.In connection with the capital and business alliance with ICOM INCORPORATED and the conversion of 株式会社LIMNO into a joint venture, the companies aim to strengthen their relationship, develop 株式会社LIMNO's products, develop new orders, secure mass-production projects, expand sales channels and enhance corporate value over the medium to long term.
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