Komori
Share Issuance and Disposal6857ADVANTEST CORPORATIONElectrical Equipment and Precision Instruments

Notice Concerning the Issuance of Euro-Yen Convertible Bonds with Stock Acquisition Rights Due 2031

Advantest Corporation resolved to issue ¥100 billion in aggregate principal amount of Euro-yen convertible bonds with stock acquisition rights due 2031. The proceeds will be used to expand semiconductor tester production capacity, strategically secure inventory, and develop next-generation test solutions.

Worth reading
66In 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
1000
¥100 billion (aggregate principal amount)
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Issuance of Euro-yen convertible bonds with stock acquisition rights due 2031

Intended allottee
Firm commitment underwriting of the entire amount by the lead managers on an individual purchase basis. Individual ultimate investors: Not disclosed
Total issue value

¥100 billion in aggregate principal amount

Amount of funds to be raised
Approximately ¥100 billion in proceeds from the issuance. Estimated net proceeds after expenses: Not disclosed
Specific use of funds
Expansion of semiconductor tester production capacity (to approximately 7,500 SoC testers per year over the next several years)Amount Approximately ¥50 billion / Scheduled timing of expenditures By March 2029
Strategic inventory procurement to respond flexibly to demand for semiconductor testersAmount Approximately ¥20.0 billion / Scheduled timing of expenditures By March 2027
Acceleration of next-generation test solution developmentAmount Approximately ¥30 billion / Scheduled timing of expenditures By March 2028
発行済株式総数

Not calculated because the conversion price has not yet been determined

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 conversion price has not yet been determined. The terms provide for adjustments to the conversion price in the event of share issuance or disposal, a stock split or consolidation, or dividends of surplus exceeding a specified threshold, among other events. Ordinary adjustment floor: Not disclosed
Exercise period
From 4 May 2026 (inclusive) through the close of business on 14 March 2031. However, the exercise period may be shortened in the event of early redemption or other circumstances
Number of Stock Acquisition Rights
10,000 stock acquisition rights in total, plus the number relating to substitute bond certificates with stock acquisition rights. Number of outstanding unexercised rights: Not disclosed
Offering structure
Underwriter / lead underwriter
Nomura International plcDaiwa Capital Markets Europe LimitedMizuho International plc
Payment date
20 April 2026 (London time)
Basis for determining the amount to be paid
The initial conversion price will not be lower than the closing price of the Company's common stock on the date of execution of the underwriting agreement multiplied by 1.0. The final price will be determined after taking into account investor demand and other market conditions. Discount rate and premium rate: Not disclosed
Procedures under the Corporate Code of Conduct
The issuance was resolved at a meeting of the Company's Board of Directors held on 1 April 2026
Most recent equity financing
None during the past 3 years
Impact on Business Performance
There is no change to the earnings forecast for the fiscal year ending March 2026
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of Euro-yen convertible bonds with stock acquisition rights due 2031
Issue price and disposal price100.0% of the principal amount of the bonds (¥10 million principal amount per bond) / Offering price (issue price): 102.5% of the principal amount of the bonds
Total issue value¥100 billion in aggregate principal amount
Amount of funds to be raisedApproximately ¥100 billion in proceeds from the issuance. Estimated net proceeds after expenses: Not disclosed
Specific use of fundsDetails Expansion of semiconductor tester production capacity (to approximately 7,500 SoC testers per year over the next several years) / Amount Approximately ¥50 billion / Scheduled timing of expenditures By March 2029, Details Strategic inventory procurement to respond flexibly to demand for semiconductor testers / Amount Approximately ¥20.0 billion / Scheduled timing of expenditures By March 2027, Details Acceleration of next-generation test solution development / Amount Approximately ¥30 billion / Scheduled timing of expenditures By March 2028
Payment date20 April 2026 (London time)
Intended allotteeFirm commitment underwriting of the entire amount by the lead managers on an individual purchase basis. Individual ultimate investors: Not disclosed
Dilution RateNot calculated because the conversion price has not yet been determined
Basis for determining the amount to be paidThe initial conversion price will not be lower than the closing price of the Company's common stock on the date of execution of the underwriting agreement multiplied by 1.0. The final price will be determined after taking into account investor demand and other market conditions. Discount rate and premium rate: Not disclosed
Exercise priceThe initial conversion price has not yet been determined. The terms provide for adjustments to the conversion price in the event of share issuance or disposal, a stock split or consolidation, or dividends of surplus exceeding a specified threshold, among other events. Ordinary adjustment floor: Not disclosed
Exercise periodFrom 4 May 2026 (inclusive) through the close of business on 14 March 2031. However, the exercise period may be shortened in the event of early redemption or other circumstances
Number of Stock Acquisition Rights10,000 stock acquisition rights in total, plus the number relating to substitute bond certificates with stock acquisition rights. Number of outstanding unexercised rights: Not disclosed
Underwriter / lead underwriterNomura International plc, Daiwa Capital Markets Europe Limited, Mizuho International plc
Procedures under the Corporate Code of ConductThe issuance was resolved at a meeting of the Company's Board of Directors held on 1 April 2026
Most recent equity financingNone during the past 3 years
Impact on Business PerformanceThere is no change to the earnings forecast for the fiscal year ending March 2026
Items this document does not state (12)
Number of shares to be issued or disposed ofEstimated issuance expensesIntended allottee's holding policyTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationOverallotmentStock 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 respond to the expansion of the semiconductor market and testing demand, including demand related to AI, by expanding production capacity, securing inventory, and advancing the development of next-generation test solutions. The issuance is also intended to avoid interest costs through zero-coupon bonds, limit dilution through a conversion price above the market price, and increase flexibility in the Company's financial strategy.

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Notice Concerning the Issuance of Euro-Yen Convertible Bonds with Stock Acquisition Rights Due 2031 | ADVANTEST CORPORATION (6857) timely disclosure | Komori