Worth reading
81Important
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
17.84
% (ratio of potential shares to the total number of shares issued)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of the 34th series of stock acquisition rights through a third-party allotment
Who receives how much
11,650,000 common shares of AXEL MARK INC. (116,500 stock acquisition rights, 100 shares per right)
Convano Inc. (116,500 stock acquisition rights)
The lower thin line represents the existing number of shares to which these shares will be added.
¥53 per stock acquisition right, or ¥0.53 per share
Total issue value
¥6,174,500
Amount of funds to be raised
Total issue proceeds of ¥6,174,500 and total amount to be paid upon exercise of ¥361,150,000 (if all rights are exercised)
Specific use of funds
Funds for inventory replacementAmount ¥200 million
Funds for merchandise purchases for the trading card businessAmount ¥155.3 million
Existing Shares and Increase
+17.84%Rate of increase
65,313,200 shares76,963,200Shares
17.84% (number of shares underlying these stock acquisition rights / total number of shares issued as of 30 September 2026)
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
The initial exercise price is ¥31 per share. The exercise price is fixed, with no adjustment clause, except for adjustments in the event of a share split or similar event.
Exercise period
1 December 2026 to 30 November 2028
Number of Stock Acquisition Rights
Total issued: 116,500 stock acquisition rights. Number of outstanding unexercised rights: Not disclosed.
Intended allottee's holding policy
The stock acquisition rights will be held until exercise and will not be transferred to third parties. The shares acquired through exercise will not be held long term and are expected to be sold in the market at an appropriate time, taking market conditions and other factors into consideration.
Payment date
30 November 2026
Basis for determining the amount to be paid
The closing price of AXEL MARK INC.’s common shares on 12 November 2026 was ¥34. Ninety percent of that price was ¥30.6, which was rounded up to the nearest whole yen to set the exercise price at ¥31 per share. The discount to the closing price is 8.82%. Including the issue price of the stock acquisition rights, the effective discount is 7.26%.
Procedures under the Corporate Code of Conduct
Obtaining an opinion from an independent third-party committee, a valuation by an independent third-party valuation institution, an opinion from the Audit and Supervisory Committee, and a resolution unanimously approved by all directors other than directors holding concurrent positions.
Most recent equity financing
Timing Payment completed on 2 July 2026 / Type Third-Party Allotment / Amount Total payment amount: ¥900 million
Impact on Business Performance
The impact of this subscription on consolidated results for the fiscal year ending March 2027 is expected to be immaterial. While control is maintained, the sale of shares is treated as an equity transaction under IFRS, with no gain or loss on sale recognized in the consolidated income statement.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of the 34th series of stock acquisition rights through a third-party allotment |
| Number of shares to be issued or disposed of | 11,650,000 common shares of AXEL MARK INC. (116,500 stock acquisition rights, 100 shares per right) |
| Issue price and disposal price | ¥53 per stock acquisition right, or ¥0.53 per share |
| Total issue value | ¥6,174,500 |
| Amount of funds to be raised | Total issue proceeds of ¥6,174,500 and total amount to be paid upon exercise of ¥361,150,000 (if all rights are exercised) |
| Specific use of funds | Details Funds for inventory replacement / Amount ¥200 million / Scheduled timing of expenditures Not disclosed, Details Funds for merchandise purchases for the trading card business / Amount ¥155.3 million / Scheduled timing of expenditures Not disclosed |
| Payment date | 30 November 2026 |
| Intended allottee | Convano Inc. (116,500 stock acquisition rights) |
| Intended allottee's holding policy | The stock acquisition rights will be held until exercise and will not be transferred to third parties. The shares acquired through exercise will not be held long term and are expected to be sold in the market at an appropriate time, taking market conditions and other factors into consideration. |
| Dilution Rate | 17.84% (number of shares underlying these stock acquisition rights / total number of shares issued as of 30 September 2026) |
| Total number of issued shares | 65,313,200 shares → 76,963,200 shares (if all rights are exercised)（17.84％） |
| Basis for determining the amount to be paid | The closing price of AXEL MARK INC.’s common shares on 12 November 2026 was ¥34. Ninety percent of that price was ¥30.6, which was rounded up to the nearest whole yen to set the exercise price at ¥31 per share. The discount to the closing price is 8.82%. Including the issue price of the stock acquisition rights, the effective discount is 7.26%. |
| Exercise price | The initial exercise price is ¥31 per share. The exercise price is fixed, with no adjustment clause, except for adjustments in the event of a share split or similar event. |
| Exercise period | 1 December 2026 to 30 November 2028 |
| Number of Stock Acquisition Rights | Total issued: 116,500 stock acquisition rights. Number of outstanding unexercised rights: Not disclosed. |
| Procedures under the Corporate Code of Conduct | Obtaining an opinion from an independent third-party committee, a valuation by an independent third-party valuation institution, an opinion from the Audit and Supervisory Committee, and a resolution unanimously approved by all directors other than directors holding concurrent positions. |
| Most recent equity financing | Timing Payment completed on 2 July 2026 / Type Third-Party Allotment / Amount Total payment amount: ¥900 million |
| Impact on Business Performance | The impact of this subscription on consolidated results for the fiscal year ending March 2027 is expected to be immaterial. While control is maintained, the sale of shares is treated as an equity transaction under IFRS, with no gain or loss on sale recognized in the consolidated income statement. |
Items this document does not state (10)
Estimated issuance expensesTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMajor 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 secure ¥200 million for AXEL MARK INC.’s inventory replacement and ¥155.3 million for merchandise purchases for its trading card business, thereby supporting business continuity and the recovery of the trading card business. Convano Inc. determined that this was reasonable in order to prevent damage to the subsidiary’s business foundation and preserve the value of its shareholding.
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.