Details of issuance or disposal
Issuance of new shares by third-party allotment
2,136,700 common shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥249,993,900
15.36% (15.37% on a voting-rights basis)
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.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares by third-party allotment |
| Number of shares to be issued or disposed of | 2,136,700 common shares |
| Issue price and disposal price | ¥117 per share |
| Total issue value | ¥249,993,900 |
| Amount of funds to be raised | Total amount to be raised: ¥249,993,900; estimated net proceeds: ¥239,993,900 |
| Estimated issuance expenses | ¥10,000,000 |
| Specific use of funds | Details Expenses related to strengthening the development and expanding the service functions of “Linkers TX” / Amount ¥170 million / Scheduled timing of expenditures September 2026 to August 2028, Details Expenses related to functional enhancements aimed at improving convenience for existing customers using the SaaS-based matching system / Amount ¥69 million / Scheduled timing of expenditures September 2026 to August 2028 |
| Payment date | 28 September 2026 |
| Intended allottee | Name SBI Holdings, Inc. / Number of Shares 2,136,700 shares |
| Intended allottee's holding policy | The subscriber intends to hold the shares issued in this private placement over the medium to long term. The Company plans to obtain a written undertaking covering, among other matters, the requirement to report the details to the Company in writing if all or part of the shares are transferred within 2 years of the payment date. |
| Dilution Rate | 15.36% (15.37% on a voting-rights basis) |
| Total number of issued shares | 13,907,000 shares → 16,043,700 shares(15.36%) |
| Basis for determining the amount to be paid | The closing price on the Tokyo Stock Exchange on 10 September 2026 was ¥117. This represents a 3.96% discount to the average closing price of ¥121.82 for the most recent 1 month, a 6.81% discount to the average of ¥125.55 for the most recent 3 months, and a 10.19% discount to the average of ¥130.27 for the most recent 6 months. |
| Underwriter / lead underwriter | SBI SECURITIES CO., LTD. |
| Procedures under the Corporate Code of Conduct | As 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 shareholders' intentions are not required. |
| Major shareholders after the offering | Name Maeda Yoshihiro (前田佳宏) / Shareholding ratio 17.25%, Name SAKUNANA LLC / Shareholding ratio 15.58%, Name SBI Holdings, Inc. / Shareholding ratio 13.31%, Name SBI AI & Blockchain Investment Limited Partnership / Shareholding ratio 7.91%, Name Kafuku Hidehisa (加福秀亙) / Shareholding ratio 5.35%, Name 京侑株式会社 / Shareholding ratio 3.73%, Name Matsueda Tetsuo (松枝哲雄) / Shareholding ratio 1.05%, Name SBI SECURITIES CO., LTD. / Shareholding ratio 1.00%, Name Nishikawa Ryuichiro (西川龍一郎) / Shareholding ratio 0.96%, Name Nikkei Business Publications, Inc. / Shareholding ratio 0.92% |
| Impact on Business Performance | The capital and business alliance and this private placement will have no impact on results for the fiscal year ending July 2027. |
Items this document does not state (11)
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 purposes are to shift from a loss-making trend, strengthen the financial foundation and external creditworthiness, improve the profitability of existing services, continue investing in growth areas such as “Linkers TX,” and expand business opportunities by leveraging the SBI Group’s network and expertise.