Worth reading
70In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
600
unitsWording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of paid stock options (stock acquisition rights)
発行・処分する株式数
600 share acquisition rights, each representing 100 common shares (60,000 shares in total)
Intended allottee
Name Directors of the company / Number of Employees 1 / Number of stock acquisition rights 100, Name Our Audit & Supervisory Board member / Number of Employees 1 / Number of stock acquisition rights 50, Name The Company's employees / Number of Employees 19 / Number of stock acquisition rights 450 rights
¥1,800 per share acquisition right
Total issue value
¥1,080,000
Amount of funds to be raised
Total amount paid: ¥1,080,000; estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Not applicable (not issued as compensation)
Existing Shares and Increase
+0.75%Rate of increase
7,978,900 shares8,038,900Shares
0.75% (if all rights are exercised)
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.
Terms of the stock acquisition rights
Exercise price
¥1,152 per share. Adjustment provisions apply in the event of a stock split, consolidation of shares or similar event. Floor: Not disclosed.
Exercise period
Start Date 1 October 2029 / End date 30 September 2036
Number of Stock Acquisition Rights
Total number issued 600 rights / Unexercised balance Not disclosed
Reason for acquisition without consideration
The Company may acquire the share acquisition rights without consideration if approval or other authorization is granted for a merger, company split, share exchange or share transfer, or if the rights can no longer be exercised under the exercise conditions.
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.
Conditions for lifting transfer restrictions
If operating profit for the fiscal year ending June 2029 exceeds ¥3,000 million, the rights may be exercised up to 60%; if it exceeds ¥4,000 million, they may be exercised up to 100%. It is also required that the recipient continuously remain a director, audit & supervisory board member or employee of the Company or an affiliated company from the allotment date through 30 June 2028.
Categories and Number of Persons Covered
Category Directors of the company / Number of Employees 1 / Number of allocated shares Equivalent to 10,000 shares, Category Our Audit & Supervisory Board member / Number of Employees 1 / Number of allocated shares Equivalent to 5,000 shares, Category The Company's employees / Number of Employees 19 / Number of allocated shares Equivalent to 45,000 shares
Intended allottee's holding policy
The rights will be subscribed for based on each recipient’s individual investment decision. The acquisition of share acquisition rights through transfer requires the approval of the Company’s Board of Directors.
Payment date
7 August 2026
Basis for determining the amount to be paid
The amount was determined by reference to the results calculated by the third-party valuation institution 株式会社プルータス・コンサルティング using a Monte Carlo simulation, taking into account the Company’s share price information and other factors. The periods used for the closing price and average share price, and the discount and premium rates, are Not disclosed.
Procedures under the Corporate Code of Conduct
Because the rights will be issued for consideration at fair value and on terms that are not particularly advantageous, the issuance will be carried out without obtaining approval at a general meeting of shareholders.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of paid stock options (stock acquisition rights) |
| Number of shares to be issued or disposed of | 600 share acquisition rights, each representing 100 common shares (60,000 shares in total) |
| Issue price and disposal price | ¥1,800 per share acquisition right |
| Total issue value | ¥1,080,000 |
| Amount of funds to be raised | Total amount paid: ¥1,080,000; estimated net proceeds: Not disclosed |
| Payment date | 7 August 2026 |
| Intended allottee | Name Directors of the company / Number of Employees 1 / Number of stock acquisition rights 100, Name Our Audit & Supervisory Board member / Number of Employees 1 / Number of stock acquisition rights 50, Name The Company's employees / Number of Employees 19 / Number of stock acquisition rights 450 rights |
| Intended allottee's holding policy | The rights will be subscribed for based on each recipient’s individual investment decision. The acquisition of share acquisition rights through transfer requires the approval of the Company’s Board of Directors. |
| Dilution Rate | 0.75% (if all rights are exercised) |
| Total number of issued shares | 7,978,900 shares → 8,038,900 shares (if all rights are exercised)（0.75％） |
| Basis for determining the amount to be paid | The amount was determined by reference to the results calculated by the third-party valuation institution 株式会社プルータス・コンサルティング using a Monte Carlo simulation, taking into account the Company’s share price information and other factors. The periods used for the closing price and average share price, and the discount and premium rates, are Not disclosed. |
| Exercise price | ¥1,152 per share. Adjustment provisions apply in the event of a stock split, consolidation of shares or similar event. Floor: Not disclosed. |
| Exercise period | Start Date 1 October 2029 / End date 30 September 2036 |
| Number of Stock Acquisition Rights | Total number issued 600 rights / Unexercised balance Not disclosed |
| Conditions for lifting transfer restrictions | If operating profit for the fiscal year ending June 2029 exceeds ¥3,000 million, the rights may be exercised up to 60%; if it exceeds ¥4,000 million, they may be exercised up to 100%. It is also required that the recipient continuously remain a director, audit & supervisory board member or employee of the Company or an affiliated company from the allotment date through 30 June 2028. |
| Reason for acquisition without consideration | The Company may acquire the share acquisition rights without consideration if approval or other authorization is granted for a merger, company split, share exchange or share transfer, or if the rights can no longer be exercised under the exercise conditions. |
| Categories and Number of Persons Covered | Category Directors of the company / Number of Employees 1 / Number of allocated shares Equivalent to 10,000 shares, Category Our Audit & Supervisory Board member / Number of Employees 1 / Number of allocated shares Equivalent to 5,000 shares, Category The Company's employees / Number of Employees 19 / Number of allocated shares Equivalent to 45,000 shares |
| Total Stock-Based Compensation | Not applicable (not issued as compensation) |
| Procedures under the Corporate Code of Conduct | Because the rights will be issued for consideration at fair value and on terms that are not particularly advantageous, the issuance will be carried out without obtaining approval at a general meeting of shareholders. |
Items this document does not state (9)
Estimated issuance expensesSpecific use of fundsTransfer restriction periodUnderwriter / lead underwriterOverallotmentStock Split RatioMost 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.To motivate directors, audit & supervisory board members and employees and strengthen their unity toward medium- to long-term earnings growth and an increase in corporate value. As the rights will be issued for consideration, they will be subscribed for based on each recipient’s individual investment decision rather than as compensation.
How to read this page
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.