Worth reading
70In 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
740000
SharesWording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of new shares by third-party allotment
Who receives how much740,000Shares
740,000 common shares (maximum)
Directors of the company1 / 50,000 shares
Executive officers of the Company5 / 400,000 shares
The Company's employees9 / 290,000 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.
¥178 per share. However, if the TSE closing price on the trading day immediately preceding the date on which the terms are determined exceeds ¥178, that closing price
Total issue value
¥131,720,000 (estimated)
Amount of funds to be raised
Total payment amount of ¥131,720,000; estimated net proceeds of ¥121,720,000
Estimated issuance expenses
¥10,000,000
Specific use of funds
Working capitalAmount ¥121,720,000
Existing Shares and Increase
+0.66%Rate of increase
112,193,313 shares112,933,313Shares
0.66% (also 0.66% on a voting rights basis)
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
None
Offering structure
Major shareholders after the offering
Name 海信日本オートモーティブエアコンシステムズ合同会社 / Shareholding ratio 72.36％Name BBH(LUX) FOR FIDELITY FUNDS - PACIFIC POOL / Shareholding ratio 2.31％Name Fang Yongyi (方 永義) / Shareholding ratio 1.78％Name サンデン取引先持株会 / Shareholding ratio 1.55％Name Li Xiuli (李 秀礼) / Shareholding ratio 1.18％Name CACEIS BANK, LUXEMBOURG BRANCH / UCITS CLIENTS ASSETS / Shareholding ratio 0.79％Name INTERACTIVE BROKERS LLC / Shareholding ratio 0.79％Name CLEARSTREAM BANKING S.A. / Shareholding ratio 0.54％Name サンデン従業員持株会 / Shareholding ratio 0.33％Name Rakuten Securities, Inc. (shared account) / Shareholding ratio 0.31％
Categories and Number of Persons Covered
1 company director, 50,000 shares; 5 company executive officers, 400,000 shares; 9 company employees, 290,000 shares
Intended allottee's holding policy
The shares are intended to be held continuously. However, no lock-up period or transfer restrictions will be imposed. The company will obtain written undertakings agreeing to submit written reports to the company and comply with other requirements if the shares are transferred within 2 years of the payment date.
Payment date
25 June 2026
Basis for determining the amount to be paid
The higher of the TSE closing price of ¥178 on the trading day immediately preceding the date of the issuance resolution, 13 May 2026, and the TSE closing price on the trading day immediately preceding the date on which the terms are determined, 21 May 2026. No discount will be applied.
Procedures under the Corporate Code of Conduct
Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a shareholder approval procedure are not required. All 4 audit & supervisory board members expressed the opinion that the board's determination that the issuance does not constitute a particularly favorable issue was within the scope of what could be considered lawful.
Most recent equity financing
Timing Payment made on 23 March 2026 / Type Issuance of common shares by third-party allotment / Amount ¥82,500,000
Impact on Business Performance
The impact of this third-party allotment on the current fiscal year's results is expected to be limited in the short term.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares by third-party allotment |
| Number of shares to be issued or disposed of | 740,000 common shares (maximum) |
| Issue price and disposal price | ¥178 per share. However, if the TSE closing price on the trading day immediately preceding the date on which the terms are determined exceeds ¥178, that closing price |
| Total issue value | ¥131,720,000 (estimated) |
| Amount of funds to be raised | Total payment amount of ¥131,720,000; estimated net proceeds of ¥121,720,000 |
| Estimated issuance expenses | ¥10,000,000 |
| Specific use of funds | Details Working capital / Amount ¥121,720,000 / Scheduled timing of expenditures Not disclosed |
| Payment date | 25 June 2026 |
| Intended allottee | Name Directors of the company / Number of Employees 1 / Number of Shares 50,000 shares, Name Executive officers of the Company / Number of Employees 5 / Number of Shares 400,000 shares, Name The Company's employees / Number of Employees 9 / Number of Shares 290,000 shares |
| Intended allottee's holding policy | The shares are intended to be held continuously. However, no lock-up period or transfer restrictions will be imposed. The company will obtain written undertakings agreeing to submit written reports to the company and comply with other requirements if the shares are transferred within 2 years of the payment date. |
| Dilution Rate | 0.66% (also 0.66% on a voting rights basis) |
| Total number of issued shares | 112,193,313 shares (as of 14 May 2026) → 112,933,313 shares (assuming all 740,000 shares are issued)（0.66% (dilution rate calculated using the 111,693,313 shares outstanding as of 31 December 2025 as the denominator)） |
| Basis for determining the amount to be paid | The higher of the TSE closing price of ¥178 on the trading day immediately preceding the date of the issuance resolution, 13 May 2026, and the TSE closing price on the trading day immediately preceding the date on which the terms are determined, 21 May 2026. No discount will be applied. |
| Transfer restriction period | None |
| Categories and Number of Persons Covered | 1 company director, 50,000 shares; 5 company executive officers, 400,000 shares; 9 company employees, 290,000 shares |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is below 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a shareholder approval procedure are not required. All 4 audit & supervisory board members expressed the opinion that the board's determination that the issuance does not constitute a particularly favorable issue was within the scope of what could be considered lawful. |
| Most recent equity financing | Timing Payment made on 23 March 2026 / Type Issuance of common shares by third-party allotment / Amount ¥82,500,000 |
| Major shareholders after the offering | Name 海信日本オートモーティブエアコンシステムズ合同会社 / Shareholding ratio 72.36％, Name BBH(LUX) FOR FIDELITY FUNDS - PACIFIC POOL / Shareholding ratio 2.31％, Name Fang Yongyi (方 永義) / Shareholding ratio 1.78％, Name サンデン取引先持株会 / Shareholding ratio 1.55％, Name Li Xiuli (李 秀礼) / Shareholding ratio 1.18％, Name CACEIS BANK, LUXEMBOURG BRANCH / UCITS CLIENTS ASSETS / Shareholding ratio 0.79％, Name INTERACTIVE BROKERS LLC / Shareholding ratio 0.79％, Name CLEARSTREAM BANKING S.A. / Shareholding ratio 0.54％, Name サンデン従業員持株会 / Shareholding ratio 0.33％, Name Rakuten Securities, Inc. (shared account) / Shareholding ratio 0.31％ |
| Impact on Business Performance | The impact of this third-party allotment on the current fiscal year's results is expected to be limited in the short term. |
Items this document does not state (9)
Exercise priceExercise periodNumber of Stock Acquisition RightsConditions for lifting transfer restrictionsReason for acquisition without considerationTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split Ratio
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 shareholding ratio of core management personnel, including directors and executive officers, and senior employees, align their risk and returns with those of shareholders, and strengthen their commitment to enhancing corporate value over the medium to long term.
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.