Komori
Share Issuance and Disposal5248TECHNOLOGIES,Inc.Information and Communications, Services and Others

Notice Concerning the Acquisition and Cancellation of All First Series Stock Acquisition Rights (Fixed Exercise Price Type)

The company decided to acquire all 2,226 outstanding Series 1 Stock Acquisition Rights and cancel them immediately after acquisition. As a result, future financing through these stock acquisition rights and 1,335,600 potential shares will be eliminated.

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10640280
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Conditional
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Details of issuance or disposal

Acquisition and cancellation of all Series 1 Stock Acquisition Rights (Fixed Exercise Price Type)

Intended allottee
[Long Corridor Alpha Opportunities Master Fund: 1,784 units; MAP246 Segregated Portfolio: 442 units]
Amount of funds to be raised

Financing raised through the exercise of these stock acquisition rights: ¥0; estimated net proceeds: Not disclosed

Specific use of funds
[Total use of proceeds: ¥1,144 million (details and scheduled spending periods: Not disclosed in this document)]
Terms of the stock acquisition rights
Exercise price
Fixed exercise price type, but the initial exercise price and details of the adjustment provisions are Not disclosed
Exercise period
From 9 April 2024 to 8 April 2027
Number of Stock Acquisition Rights
Total issued: 2,800 units; exercised: 0 units; subject to acquisition and cancellation: 2,226 units; after acquisition and cancellation: 0 units
Stock Split Ratio6 shares for each common share; effective date: 1 August 2024
Procedures under the Corporate Code of Conduct
Resolution of the Board of Directors, pursuant to Article 273, Paragraph 2 of the Companies Act and Item 13 of the issuance terms for these stock acquisition rights
Most recent equity financing
[{"Date":"Disclosure dated 14 February 2025","Type":"Partial acquisition and cancellation of Series 1 Stock Acquisition Rights","Amount":"574 units"}]
Impact on Business Performance
Total acquisition cost: ¥10,640,280. The impact of this matter on the company's consolidated results for the fiscal year ending January 2027 is expected to be minor.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalAcquisition and cancellation of all Series 1 Stock Acquisition Rights (Fixed Exercise Price Type)
Amount of funds to be raisedFinancing raised through the exercise of these stock acquisition rights: ¥0; estimated net proceeds: Not disclosed
Specific use of funds[Total use of proceeds: ¥1,144 million (details and scheduled spending periods: Not disclosed in this document)]
Intended allottee[Long Corridor Alpha Opportunities Master Fund: 1,784 units; MAP246 Segregated Portfolio: 442 units]
Exercise priceFixed exercise price type, but the initial exercise price and details of the adjustment provisions are Not disclosed
Exercise periodFrom 9 April 2024 to 8 April 2027
Number of Stock Acquisition RightsTotal issued: 2,800 units; exercised: 0 units; subject to acquisition and cancellation: 2,226 units; after acquisition and cancellation: 0 units
Stock Split Ratio6 shares for each common share; effective date: 1 August 2024
Procedures under the Corporate Code of ConductResolution of the Board of Directors, pursuant to Article 273, Paragraph 2 of the Companies Act and Item 13 of the issuance terms for these stock acquisition rights
Most recent equity financing[{"Date":"Disclosure dated 14 February 2025","Type":"Partial acquisition and cancellation of Series 1 Stock Acquisition Rights","Amount":"574 units"}]
Impact on Business PerformanceTotal acquisition cost: ¥10,640,280. The impact of this matter on the company's consolidated results for the fiscal year ending January 2027 is expected to be minor.
Items this document does not state (17)
Number of shares to be issued or disposed ofIssue price and disposal priceTotal issue valueEstimated issuance expensesPayment dateIntended 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 underwriterOverallotmentMajor 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.

The need for the financing originally planned is expected to disappear because borrowings related to the M&A of subsidiary Eco-Kaku will be repaid with funds on hand and intra-group funds other than the proceeds from these stock acquisition rights. For future M&A and strategic alliances, the company determined that it would be more reasonable to consider an appropriate financing method once specific transactions and funding needs arise, and that eliminating the possibility of future dilution would also benefit shareholders.

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Notice Concerning the Acquisition and Cancellation of All First Series Stock Acquisition Rights (Fixed Exercise Price Type) | TECHNOLOGIES,Inc. (5248) timely disclosure | Komori