Komori
Share Issuance and Disposal6078Value HR Co.,Ltd.Information and Communications, Services and Others

Notice Concerning the Issuance of New Share Subscription Rights (Paid Stock Options)

The company resolved to issue 4,270 paid subscription rights to shares to 9 directors. If all rights are exercised, the number of common shares will increase by 427,000, equivalent to 1.56% of the total number of shares issued.

Worth reading
69In 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
1.56
% (dilution rate relative to the total number of issued shares)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of stock acquisition rights for subscription (paid stock options)

発行・処分する株式数

427,000 common shares (4,270 subscription rights to shares, 100 shares per right)

Intended allottee
Category 9 directors of the company / Number of stock acquisition rights 4,270
¥100 per Stock Acquisition Right
Total issue value

¥427,000

Amount of funds to be raised
Total amount paid: ¥427,000; estimated net proceeds: Not disclosed
発行済株式総数

Increase of 427,000 shares (if all of these subscription rights to shares are exercised)

1.56%

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
Initial exercise price of ¥1,586. Adjustment provisions apply in the event of a stock split or consolidation, the issuance of shares or disposal of treasury shares below market value, a corporate reorganization or other such event. Floor: Not disclosed.
Exercise period
From 13 April 2026 to 13 April 2036 (if the final date is not a bank business day, the immediately preceding bank business day)
Number of Stock Acquisition Rights
Total issued: 4,270; outstanding unexercised: Not disclosed
Reason for acquisition without consideration
If approval is granted at a general meeting of shareholders, or by resolution of the Board of Directors where such approval is not required, for a merger in which the company becomes the disappearing company, a company split in which the company becomes the splitting company, or a share exchange or share transfer in which the company becomes a wholly owned subsidiary, the company may acquire all of the rights without consideration upon the arrival of a date separately determined by the Board of Directors.
Categories and Number of Persons Covered
9 directors of the company, 4,270 rights
Intended allottee's holding policy
The recipients will subscribe based on their individual investment decisions. The rights are being issued for consideration and are not granted as compensation. Voluntary renunciation by the holders of these subscription rights to shares is not permitted, and transfers require approval by the Board of Directors.
Payment date
10 April 2026
Basis for determining the amount to be paid
An amount equal to 110% of the closing price of the company’s common shares on 25 March 2026. The closing price was ¥1,441 and the exercise price is ¥1,586. The issue price of the subscription rights to shares was determined as their fair value of ¥100, calculated using a Monte Carlo simulation by an independent valuation institution.
Procedures under the Corporate Code of Conduct
The fair value of the subscription rights to shares was calculated by 株式会社プルータス・コンサルティング, an independent valuation institution. The company states that approval by a general meeting of shareholders is not required.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of stock acquisition rights for subscription (paid stock options)
Number of shares to be issued or disposed of427,000 common shares (4,270 subscription rights to shares, 100 shares per right)
Issue price and disposal price¥100 per Stock Acquisition Right
Total issue value¥427,000
Amount of funds to be raisedTotal amount paid: ¥427,000; estimated net proceeds: Not disclosed
Payment date10 April 2026
Intended allotteeCategory 9 directors of the company / Number of stock acquisition rights 4,270
Intended allottee's holding policyThe recipients will subscribe based on their individual investment decisions. The rights are being issued for consideration and are not granted as compensation. Voluntary renunciation by the holders of these subscription rights to shares is not permitted, and transfers require approval by the Board of Directors.
Dilution Rate1.56%
Total number of issued sharesIncrease of 427,000 shares (if all of these subscription rights to shares are exercised)
Basis for determining the amount to be paidAn amount equal to 110% of the closing price of the company’s common shares on 25 March 2026. The closing price was ¥1,441 and the exercise price is ¥1,586. The issue price of the subscription rights to shares was determined as their fair value of ¥100, calculated using a Monte Carlo simulation by an independent valuation institution.
Exercise priceInitial exercise price of ¥1,586. Adjustment provisions apply in the event of a stock split or consolidation, the issuance of shares or disposal of treasury shares below market value, a corporate reorganization or other such event. Floor: Not disclosed.
Exercise periodFrom 13 April 2026 to 13 April 2036 (if the final date is not a bank business day, the immediately preceding bank business day)
Number of Stock Acquisition RightsTotal issued: 4,270; outstanding unexercised: Not disclosed
Reason for acquisition without considerationIf approval is granted at a general meeting of shareholders, or by resolution of the Board of Directors where such approval is not required, for a merger in which the company becomes the disappearing company, a company split in which the company becomes the splitting company, or a share exchange or share transfer in which the company becomes a wholly owned subsidiary, the company may acquire all of the rights without consideration upon the arrival of a date separately determined by the Board of Directors.
Categories and Number of Persons Covered9 directors of the company, 4,270 rights
Procedures under the Corporate Code of ConductThe fair value of the subscription rights to shares was calculated by 株式会社プルータス・コンサルティング, an independent valuation institution. The company states that approval by a general meeting of shareholders is not required.
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsTransfer restriction periodConditions for lifting transfer restrictionsTotal Stock-Based CompensationUnderwriter / 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 increase the directors’ commitment to improving performance in pursuit of medium- to long-term business growth and increased corporate value. The company also cited the sharing of share price fluctuation risk between the directors and existing shareholders through a mandatory exercise provision applicable when the share price declines.

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 Concerning the Issuance of New Share Subscription Rights (Paid Stock Options) | Value HR Co.,Ltd. (6078) timely disclosure | Komori