Worth reading
71In 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
7.05
% (dilution as a percentage of total issued shares and voting rights)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of stock acquisition rights for subscription (paid stock options)
Who receives how much
3,780,000 common shares (37,800 stock acquisition rights, each exercisable for 100 shares)
62 directors and employees of the Company29,800 rights
Miao Tiejun (苗 鉄軍), external collaborator of the Company3,000
Tamaoka Masutake (玉岡 益健), external collaborator of the Company5,000 units
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.
¥13 per stock acquisition right
Total issue value
¥491,400
Amount of funds to be raised
Total payment for the stock acquisition rights: ¥491,400. Estimated net proceeds: Not disclosed
Total Stock-Based Compensation
Not applicable (the rights are issued for consideration based on individual investment decisions, rather than as compensation)
発行済株式総数
Increase of 3,780,000 shares (if all stock acquisition rights are exercised)
Approximately 7.05% (7.05% voting rights ratio)
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
¥104 per share (the closing share price on 14 April 2026). Adjustment provisions apply in the event of a stock split, reverse stock split, or issuance of new shares below market value, among other events. Floor: Not disclosed
Exercise period
Start Date 15 May 2026 / End date 14 May 2029
Number of Stock Acquisition Rights
Total issued: 37,800 rights. Number of unexercised rights: Not disclosed
Reason for acquisition without consideration
If a resolution approving a merger or other transaction under which the Company becomes the dissolved company is adopted, or if the rights become unexercisable under the exercise conditions, the Company may acquire all or the applicable portion of the rights without consideration on a date separately determined by the Board of Directors.
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.
Conditions for lifting transfer restrictions
If the closing share price reaches ¥300 or more at least once, up to 50% of the total number of rights may be exercised. If it reaches ¥350 or more, all rights may be exercised. In principle, directors and employees must remain employed by the Company at the time of exercise.
Categories and Number of Persons Covered
Category The Company's directors and employees / Number of Employees 62 people / Number of allocated shares Equivalent to 2,980,000 shares (29,800 rights), Category External collaborator of the Company (Miao Tiejun (苗 鉄軍)) / Number of Employees 1 / Number of allocated shares Equivalent to 300,000 shares (3,000 rights), Category External collaborator of the Company (Tamaoka Masutake (玉岡 益健)) / Number of Employees 1 / Number of allocated shares Equivalent to 500,000 shares (5,000 rights)
Intended allottee's holding policy
There is no written agreement regarding the continued holding of the common shares delivered upon exercise of these stock acquisition rights. Transfers of the stock acquisition rights require approval by the Board of Directors. The external collaborators intend to sell in the market the shares acquired through exercise of the stock acquisition rights and repeatedly exercise the rights using the sale proceeds.
Payment date
15 May 2026
Basis for determining the amount to be paid
The price was set at ¥13 per stock acquisition right, equal to the fair value calculated by 東京フィナンシャル・アドバイザーズ株式会社, an independent third-party valuation institution, using a Monte Carlo simulation and taking share price information and other factors into account. The exercise price is ¥104, the closing share price on 14 April 2026. Discount rate/premium rate: Not disclosed
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 procedure to confirm shareholders' intentions are not required.
Impact on Business Performance
The specific amount of the impact on business performance at this time is Not disclosed. The rights are being issued as an incentive to promote business expansion and increase corporate value.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of stock acquisition rights for subscription (paid stock options) |
| Number of shares to be issued or disposed of | 3,780,000 common shares (37,800 stock acquisition rights, each exercisable for 100 shares) |
| Issue price and disposal price | ¥13 per stock acquisition right |
| Total issue value | ¥491,400 |
| Amount of funds to be raised | Total payment for the stock acquisition rights: ¥491,400. Estimated net proceeds: Not disclosed |
| Payment date | 15 May 2026 |
| Intended allottee | Name 62 directors and employees of the Company / Number of units 29,800 rights, Name Miao Tiejun (苗 鉄軍), external collaborator of the Company / Number of units 3,000, Name Tamaoka Masutake (玉岡 益健), external collaborator of the Company / Number of units 5,000 units |
| Intended allottee's holding policy | There is no written agreement regarding the continued holding of the common shares delivered upon exercise of these stock acquisition rights. Transfers of the stock acquisition rights require approval by the Board of Directors. The external collaborators intend to sell in the market the shares acquired through exercise of the stock acquisition rights and repeatedly exercise the rights using the sale proceeds. |
| Dilution Rate | Approximately 7.05% (7.05% voting rights ratio) |
| Total number of issued shares | Increase of 3,780,000 shares (if all stock acquisition rights are exercised) |
| Basis for determining the amount to be paid | The price was set at ¥13 per stock acquisition right, equal to the fair value calculated by 東京フィナンシャル・アドバイザーズ株式会社, an independent third-party valuation institution, using a Monte Carlo simulation and taking share price information and other factors into account. The exercise price is ¥104, the closing share price on 14 April 2026. Discount rate/premium rate: Not disclosed |
| Exercise price | ¥104 per share (the closing share price on 14 April 2026). Adjustment provisions apply in the event of a stock split, reverse stock split, or issuance of new shares below market value, among other events. Floor: Not disclosed |
| Exercise period | Start Date 15 May 2026 / End date 14 May 2029 |
| Number of Stock Acquisition Rights | Total issued: 37,800 rights. Number of unexercised rights: Not disclosed |
| Conditions for lifting transfer restrictions | If the closing share price reaches ¥300 or more at least once, up to 50% of the total number of rights may be exercised. If it reaches ¥350 or more, all rights may be exercised. In principle, directors and employees must remain employed by the Company at the time of exercise. |
| Reason for acquisition without consideration | If a resolution approving a merger or other transaction under which the Company becomes the dissolved company is adopted, or if the rights become unexercisable under the exercise conditions, the Company may acquire all or the applicable portion of the rights without consideration on a date separately determined by the Board of Directors. |
| Categories and Number of Persons Covered | Category The Company's directors and employees / Number of Employees 62 people / Number of allocated shares Equivalent to 2,980,000 shares (29,800 rights), Category External collaborator of the Company (Miao Tiejun (苗 鉄軍)) / Number of Employees 1 / Number of allocated shares Equivalent to 300,000 shares (3,000 rights), Category External collaborator of the Company (Tamaoka Masutake (玉岡 益健)) / Number of Employees 1 / Number of allocated shares Equivalent to 500,000 shares (5,000 rights) |
| Total Stock-Based Compensation | Not applicable (the rights are issued for consideration based on individual investment decisions, rather than as compensation) |
| 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 procedure to confirm shareholders' intentions are not required. |
| Impact on Business Performance | The specific amount of the impact on business performance at this time is Not disclosed. The rights are being issued as an incentive to promote business expansion and increase corporate value. |
Items this document does not state (8)
Estimated issuance expensesSpecific use of fundsTransfer restriction periodUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor 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 increase the motivation and morale of the recipients and strengthen their unity in pursuit of business expansion and increased corporate value. Exercise conditions requiring the share price to reach ¥300 and ¥350 will provide an incentive for sustained increases in corporate value.
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.
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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.