Komori
Share Issuance and Disposal5707Toho Zinc Co.,Ltd.Iron & Steel, Nonferrous Metals

Notice of Partial Conversion of Class A Preferred Shares into Common Shares

632,165 Class A preferred shares will be converted into 3,514,308 common shares upon the exercise of AP Funds' acquisition rights. Following the conversion, the number of common shares will increase and the number of Class A preferred shares will decrease.

Worth reading
58In 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
3514308
Shares (number of common shares to be delivered)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Partial conversion of Class A preferred shares into common shares (through the exercise of acquisition rights)

Who receives how much

Class A preferred shares 632,165 shares (Advantage Partners VII Investment Limited Partnership 265,778 shares, APCP VII, L.P. 122,141 shares, CJIP(AP) VII, L.P. 81,955 shares, JBO(AP) VII, L.P. 123,742 shares, AP Reiwa F7-A, L.P. 15,812 shares, and AP Reiwa F7-B, L.P. 22,737 shares) / Common shares 3,514,308 shares (Advantage Partners VII Investment Limited Partnership 1,477,504 shares, APCP VII, L.P. 679,002 shares, CJIP(AP) VII, L.P. 455,601 shares, JBO(AP) VII, L.P. 687,902 shares, AP Reiwa F7-A, L.P. 87,901 shares, and AP Reiwa F7-B, L.P. 126,398 shares)

Advantage Partners VII Investment Limited Partnership1,477,504 common shares
APCPⅦ, L.P.679,002 common shares
CJIP(AP)Ⅶ, L.P.455,601 common shares
JBO(AP)Ⅶ, L.P.687,902 common shares
AP Reiwa F7-A, L.P.87,901 common shares
AP Reiwa F7-B, L.P.126,398 common shares

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

Existing Shares and Increase
+23.90%Rate of increase
14,706,021 shares18,220,329Shares

23.90% (the ratio of the 3,514,308 common shares to be delivered to the 14,706,021 common shares outstanding before this conversion)

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.

Intended allottee's holding policy
The Company has confirmed that AP Funds intend to continue holding the common shares as well.
Payment date
4 June 2026 (date of conversion into common shares)
Most recent equity financing
Issuance of Class A preferred shares and Class B subordinated shares through a third-party allotment dated 18 December 2024 (the issue amount is Not disclosed in this document)
Details of issuance or disposal
ItemDetails
Type of issuance or disposalPartial conversion of Class A preferred shares into common shares (through the exercise of acquisition rights)
Number of shares to be issued or disposed ofClass A preferred shares 632,165 shares (Advantage Partners VII Investment Limited Partnership 265,778 shares, APCP VII, L.P. 122,141 shares, CJIP(AP) VII, L.P. 81,955 shares, JBO(AP) VII, L.P. 123,742 shares, AP Reiwa F7-A, L.P. 15,812 shares, and AP Reiwa F7-B, L.P. 22,737 shares) / Common shares 3,514,308 shares (Advantage Partners VII Investment Limited Partnership 1,477,504 shares, APCP VII, L.P. 679,002 shares, CJIP(AP) VII, L.P. 455,601 shares, JBO(AP) VII, L.P. 687,902 shares, AP Reiwa F7-A, L.P. 87,901 shares, and AP Reiwa F7-B, L.P. 126,398 shares)
Payment date4 June 2026 (date of conversion into common shares)
Intended allotteeName Advantage Partners VII Investment Limited Partnership / Number of Shares 1,477,504 common shares, Name APCPⅦ, L.P. / Number of Shares 679,002 common shares, Name CJIP(AP)Ⅶ, L.P. / Number of Shares 455,601 common shares, Name JBO(AP)Ⅶ, L.P. / Number of Shares 687,902 common shares, Name AP Reiwa F7-A, L.P. / Number of Shares 87,901 common shares, Name AP Reiwa F7-B, L.P. / Number of Shares 126,398 common shares
Intended allottee's holding policyThe Company has confirmed that AP Funds intend to continue holding the common shares as well.
Dilution Rate23.90% (the ratio of the 3,514,308 common shares to be delivered to the 14,706,021 common shares outstanding before this conversion)
Total number of issued shares14,706,021 common shares and 3,000,000 Class A preferred shares → 18,220,329 common shares and 2,367,835 Class A preferred shares(Common shares +23.90%; Class A preferred shares −21.07%)
Most recent equity financingIssuance of Class A preferred shares and Class B subordinated shares through a third-party allotment dated 18 December 2024 (the issue amount is Not disclosed in this document)
Items this document does not state (20)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsBasis for determining the amount to be paidExercise priceExercise periodNumber of Stock Acquisition RightsTransfer 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 ConductMajor 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.

AP Funds determined that, as the sponsor supporting the business revitalization plan, it would be optimal to convert the Class A preferred shares into common shares in stages. The Company also discussed the optimal capital structure with AP Funds and determined that this conversion was optimal at this time.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice of Partial Conversion of Class A Preferred Shares into Common Shares | Toho Zinc Co.,Ltd. (5707) timely disclosure | Komori