Komori
Share Issuance and Disposal6278UNION TOOL CO.Machinery

Notice Regarding the Determination of the Disposal Price and Offering Price

The terms, including the disposition price and offering price, have been finalized for the previously approved public offering of treasury shares and the secondary offering through an over-allotment. The payment terms and use of proceeds for the disposition of treasury shares through a third-party allotment have also been disclosed.

Worth reading
58In focus
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Direction
Neutral
Direction inferred from the company’s description.
Scale
29428200000
Yen (total public offering disposition price for treasury shares)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares through a public offering, Disposal of Treasury Shares Through a Third-Party Allotment, Offering of shares (over-allotment offering)

発行・処分する株式数

Disposition of treasury shares through a public offering: 1,800,000 shares. Disposition of treasury shares through a third-party allotment: not disclosed (upper limit amount only). Secondary offering: 270,000 shares

Intended allottee
Public offering: purchase underwriting by the underwriters. Third-party allotment: Not disclosed
Public offering disposition price (offering price): ¥16,349 per share. Payment amount for the public offering and third-party allotment: ¥15,645.80 per share. Offering price: ¥16,349 per share
Total issue value

Total public offering disposition price for treasury shares: ¥29,428,200,000. Total offering price: ¥4,414,230,000. Total payment amount for the disposition of treasury shares through a third-party allotment: up to ¥4,224,366,000

Amount of funds to be raised
Total payment amount: ¥28,162,440,000 for the public offering and up to ¥4,224,366,000 for the third-party allotment. Estimated net proceeds: total of up to ¥32,370,806,000 from the general offering and the third-party allotment
Specific use of funds
Construction costs for Nagaoka No. 6 PlantAmount ¥4,197,000,000 / Scheduled timing of expenditures By the end of June 2027
Capital expenditures for expanding machinery and equipment, including cutting-tool manufacturing equipment, at the Mitsuke PlantAmount ¥1,953,000,000 / Scheduled timing of expenditures By the end of December 2028
Capital expenditures for expanding machinery and equipment and other facilities at the Nagaoka Plant (cutting tool manufacturing equipment and other manufacturing equipment)Amount ¥23,866,000,000 / Scheduled timing of expenditures By the end of December 2028
The excess of total estimated net proceeds over the total amounts allocated above will be allocated to research and development expenses for cutting tool products and other productsAmount Excess amount / Scheduled timing of expenditures By the end of December 2027
Offering structure
Underwriter / lead underwriter
Underwriter (name not disclosed)
Overallotment
Shares offered: 270,000 shares. Upper limit of the third-party allotment amount: ¥4,224,366,000 (number of shares not disclosed)
Payment date
Public offering: 21 April 2026. Third-party allotment: 20 May 2026
Basis for determining the amount to be paid
Based on the closing price of ¥17,580 on 14 April 2026, with a discount rate of 7.00%. The disposition price and offering price are ¥16,349, and the payment amount is ¥15,645.80
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares through a public offering, Disposal of Treasury Shares Through a Third-Party Allotment, Offering of shares (over-allotment offering)
Number of shares to be issued or disposed ofDisposition of treasury shares through a public offering: 1,800,000 shares. Disposition of treasury shares through a third-party allotment: not disclosed (upper limit amount only). Secondary offering: 270,000 shares
Issue price and disposal pricePublic offering disposition price (offering price): ¥16,349 per share. Payment amount for the public offering and third-party allotment: ¥15,645.80 per share. Offering price: ¥16,349 per share
Total issue valueTotal public offering disposition price for treasury shares: ¥29,428,200,000. Total offering price: ¥4,414,230,000. Total payment amount for the disposition of treasury shares through a third-party allotment: up to ¥4,224,366,000
Amount of funds to be raisedTotal payment amount: ¥28,162,440,000 for the public offering and up to ¥4,224,366,000 for the third-party allotment. Estimated net proceeds: total of up to ¥32,370,806,000 from the general offering and the third-party allotment
Specific use of fundsDetails Construction costs for Nagaoka No. 6 Plant / Amount ¥4,197,000,000 / Scheduled timing of expenditures By the end of June 2027, Details Capital expenditures for expanding machinery and equipment, including cutting-tool manufacturing equipment, at the Mitsuke Plant / Amount ¥1,953,000,000 / Scheduled timing of expenditures By the end of December 2028, Details Capital expenditures for expanding machinery and equipment and other facilities at the Nagaoka Plant (cutting tool manufacturing equipment and other manufacturing equipment) / Amount ¥23,866,000,000 / Scheduled timing of expenditures By the end of December 2028, Details The excess of total estimated net proceeds over the total amounts allocated above will be allocated to research and development expenses for cutting tool products and other products / Amount Excess amount / Scheduled timing of expenditures By the end of December 2027
Payment datePublic offering: 21 April 2026. Third-party allotment: 20 May 2026
Intended allotteePublic offering: purchase underwriting by the underwriters. Third-party allotment: Not disclosed
Basis for determining the amount to be paidBased on the closing price of ¥17,580 on 14 April 2026, with a discount rate of 7.00%. The disposition price and offering price are ¥16,349, and the payment amount is ¥15,645.80
Underwriter / lead underwriterUnderwriter (name not disclosed)
OverallotmentShares offered: 270,000 shares. Upper limit of the third-party allotment amount: ¥4,224,366,000 (number of shares not disclosed)
Items this document does not state (17)
Estimated issuance expensesIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationStock Split RatioProcedures under the Corporate Code of ConductMost 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.

The disposition price, offering price and other terms were determined for the disposition of treasury shares and secondary offering resolved at the Board of Directors meeting held on 6 April 2026. The proceeds are expected to be allocated to capital expenditures at the Nagaoka No. 6 Plant, Mitsuke Plant and Nagaoka Plant, as well as research and development expenses.

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Notice Regarding the Determination of the Disposal Price and Offering Price | UNION TOOL CO. (6278) timely disclosure | Komori