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Share Issuance and Disposal4978ReproCELL IncorporatedMaterials and Chemicals

Notice Regarding Completion of Payment for the Issuance of New Shares and the 18th Stock Acquisition Rights through the Second Third-Party Allotment under the Share and Stock Acquisition Rights Issuance Program Agreement

Payment has been completed for the third-party allotment to CVI Investments, Inc. of 2,932,000 common shares and 29,320 of the 18th Stock Acquisition Rights. The exercise of the Stock Acquisition Rights may result in the issuance of up to an additional 2,932,000 common shares.

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Details of issuance or disposal

Issuance of new shares and the 18th Series of Stock Acquisition Rights by third-party allotment

Who receives how much

Common shares: 2,932,000 shares; potential shares underlying the Stock Acquisition Rights: 2,932,000 shares (29,320 Stock Acquisition Rights, each representing 100 shares)

CVI Investments, Inc.: 2,932,000 common shares and 29,320 Stock Acquisition Rights

The lower thin line represents the existing number of shares to which these shares will be added.

Common shares: ¥112 per share; Stock Acquisition Rights: ¥113 per right
Total issue value

Common shares: ¥328,384,000; Stock Acquisition Rights: ¥3,313,160

Amount of funds to be raised
Common shares: ¥328,384,000; Stock Acquisition Rights: ¥440,181,160 (assuming all rights are exercised at the initial exercise price)
Terms of the stock acquisition rights
Exercise price
¥149 per share; no adjustment to the exercise price, and no upper or lower exercise price
Exercise period
17 July 2026 to 16 July 2030
Number of Stock Acquisition Rights
Total issued: 29,320; number of unexercised rights: Not disclosed
Payment date
16 July 2026
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of new shares and the 18th Series of Stock Acquisition Rights by third-party allotment
Number of shares to be issued or disposed ofCommon shares: 2,932,000 shares; potential shares underlying the Stock Acquisition Rights: 2,932,000 shares (29,320 Stock Acquisition Rights, each representing 100 shares)
Issue price and disposal priceCommon shares: ¥112 per share; Stock Acquisition Rights: ¥113 per right
Total issue valueCommon shares: ¥328,384,000; Stock Acquisition Rights: ¥3,313,160
Amount of funds to be raisedCommon shares: ¥328,384,000; Stock Acquisition Rights: ¥440,181,160 (assuming all rights are exercised at the initial exercise price)
Payment date16 July 2026
Intended allotteeCVI Investments, Inc.: 2,932,000 common shares and 29,320 Stock Acquisition Rights
Exercise price¥149 per share; no adjustment to the exercise price, and no upper or lower exercise price
Exercise period17 July 2026 to 16 July 2030
Number of Stock Acquisition RightsTotal issued: 29,320; number of unexercised rights: Not disclosed
Items this document does not state (18)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesBasis for determining the amount to be paidTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

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 payment procedures for the 2nd third-party allotment based on the Board of Directors' resolution dated 1 July 2026 have been completed. The purpose of the issuance and intended use of proceeds are not stated in this disclosure.

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Notice Regarding Completion of Payment for the Issuance of New Shares and the 18th Stock Acquisition Rights through the Second Third-Party Allotment under the Share and Stock Acquisition Rights Issuance Program Agreement | ReproCELL Incorporated (4978) timely disclosure | Komori