Worth reading
72In 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
15000000
SharesWording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of new shares through an international offering
発行・処分する株式数15,000,000Shares
15,000,000 common shares
Intended allottee
Investors in overseas markets, primarily in Europe and Asia. An underwriting syndicate including Mizuho International plc and SMBC Bank International plc will underwrite all shares through individual purchase commitments for the total amount.
To be determined through book building on the pricing date. The indicative price range is 0.90 to 1.00 times the closing price.
Amount of funds to be raised
Total estimated net proceeds: ¥48.2 billion. Total issue price: not disclosed
Specific use of funds
Capital expenditures for the Nagaoka Plant, scheduled to commence operations in January 2027, which will integrate the two plants formerly operated by 太陽工機 and 旧倉敷機械, to increase production capacityAmount ¥15 billion / Scheduled timing of expenditures Scheduled to commence operations in January 2027
Capital expenditures for the Polish plant, which is scheduled to be expanded to bring in-house the production of cast components required for machine tools, with the aim of strengthening the supply chain and significantly reducing CO2 emissionsAmount ¥14.0 billion / Scheduled timing of expenditures By the fiscal year ending December 2028
Capital expenditures for an R&D center and a solutions center (showroom) in Chicago, aimed at enhancing research and development capabilities, expanding sales channels in the North American market, and strengthening customer engagementAmount ¥6 billion / Scheduled timing of expenditures By the first half of 2027
Strengthening production capacity for in-house-manufactured key components that provide technological differentiation in terms of the high precision, rigidity, and durability of machine toolsAmount ¥3.2 billion / Scheduled timing of expenditures By the fiscal year ending December 2028
Funds reserved for M&A aimed at the medium- to long-term growth of the group and enhancement of corporate valueAmount ¥10 billion
Existing Shares and Increase
—Rate of increase
142,325,934 shares157,325,934Shares
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.
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.
Transfer restriction period
The lock-up period applicable to Mori Masahiko (森 雅彦) will begin on the pricing date and end on the 180th day from the delivery date.
Conditions for lifting transfer restrictions
Prior written consent from Mizuho International plc. Mizuho International plc may, at its discretion, waive part or all of the agreement.
Offering structure
Underwriter / lead underwriter
Mizuho International plc (active bookrunner and joint lead manager)SMBC Bank International plc (passive bookrunner and joint lead manager)
Intended allottee's holding policy
Not disclosed. However, shareholder Mori Masahiko (森 雅彦) has agreed not to sell or otherwise dispose of the shares without the prior written consent of Mizuho International plc during the lock-up period ending on the 180th day from the delivery date.
Payment date
27 August 2026
Basis for determining the amount to be paid
The indicative price range will be 0.90 to 1.00 times the closing price on the Tokyo Stock Exchange on the pricing date, or, if there is no closing price on that date, the closing price on the most recent trading day. The final price will be determined through book building, taking into account demand conditions and other factors.
Most recent equity financing
No applicable matters
Impact on Business Performance
There is no change to the earnings forecast for the current fiscal year. In addition to allocating the proceeds to capital expenditures and other purposes, the company plans to redeem all of its Fourth Series Perpetual Subordinated Bonds at its option.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares through an international offering |
| Number of shares to be issued or disposed of | 15,000,000 common shares |
| Issue price and disposal price | To be determined through book building on the pricing date. The indicative price range is 0.90 to 1.00 times the closing price. |
| Amount of funds to be raised | Total estimated net proceeds: ¥48.2 billion. Total issue price: not disclosed |
| Specific use of funds | Details Capital expenditures for the Nagaoka Plant, scheduled to commence operations in January 2027, which will integrate the two plants formerly operated by 太陽工機 and 旧倉敷機械, to increase production capacity / Amount ¥15 billion / Scheduled timing of expenditures Scheduled to commence operations in January 2027, Details Capital expenditures for the Polish plant, which is scheduled to be expanded to bring in-house the production of cast components required for machine tools, with the aim of strengthening the supply chain and significantly reducing CO2 emissions / Amount ¥14.0 billion / Scheduled timing of expenditures By the fiscal year ending December 2028, Details Capital expenditures for an R&D center and a solutions center (showroom) in Chicago, aimed at enhancing research and development capabilities, expanding sales channels in the North American market, and strengthening customer engagement / Amount ¥6 billion / Scheduled timing of expenditures By the first half of 2027, Details Strengthening production capacity for in-house-manufactured key components that provide technological differentiation in terms of the high precision, rigidity, and durability of machine tools / Amount ¥3.2 billion / Scheduled timing of expenditures By the fiscal year ending December 2028, Details Funds reserved for M&A aimed at the medium- to long-term growth of the group and enhancement of corporate value / Amount ¥10 billion / Scheduled timing of expenditures Not disclosed |
| Payment date | 27 August 2026 |
| Intended allottee | Investors in overseas markets, primarily in Europe and Asia. An underwriting syndicate including Mizuho International plc and SMBC Bank International plc will underwrite all shares through individual purchase commitments for the total amount. |
| Intended allottee's holding policy | Not disclosed. However, shareholder Mori Masahiko (森 雅彦) has agreed not to sell or otherwise dispose of the shares without the prior written consent of Mizuho International plc during the lock-up period ending on the 180th day from the delivery date. |
| Total number of issued shares | 142,325,934 shares → 157,325,934 shares |
| Basis for determining the amount to be paid | The indicative price range will be 0.90 to 1.00 times the closing price on the Tokyo Stock Exchange on the pricing date, or, if there is no closing price on that date, the closing price on the most recent trading day. The final price will be determined through book building, taking into account demand conditions and other factors. |
| Transfer restriction period | The lock-up period applicable to Mori Masahiko (森 雅彦) will begin on the pricing date and end on the 180th day from the delivery date. |
| Conditions for lifting transfer restrictions | Prior written consent from Mizuho International plc. Mizuho International plc may, at its discretion, waive part or all of the agreement. |
| Underwriter / lead underwriter | Mizuho International plc (active bookrunner and joint lead manager), SMBC Bank International plc (passive bookrunner and joint lead manager) |
| Most recent equity financing | No applicable matters |
| Impact on Business Performance | There is no change to the earnings forecast for the current fiscal year. In addition to allocating the proceeds to capital expenditures and other purposes, the company plans to redeem all of its Fourth Series Perpetual Subordinated Bonds at its option. |
Items this document does not state (13)
Total issue valueEstimated issuance expensesDilution RateExercise priceExercise periodNumber of Stock Acquisition RightsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMajor 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.To accelerate the promotion of MX, improve production efficiency, strengthen the supply chain, enhance research and development capabilities and sales channels, and support M&A for business growth.
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.