Details of issuance or disposal
Issuance of Euro-yen convertible bonds with stock acquisition rights due 2031
¥100 billion in aggregate principal amount
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.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of Euro-yen convertible bonds with stock acquisition rights due 2031 |
| Issue price and disposal price | 100.0% 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 raised | Approximately ¥100 billion in proceeds from the issuance. Estimated net proceeds after expenses: Not disclosed |
| Specific use of funds | Details 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 date | 20 April 2026 (London time) |
| Intended allottee | Firm commitment underwriting of the entire amount by the lead managers on an individual purchase basis. Individual ultimate investors: Not disclosed |
| Dilution Rate | Not calculated because the conversion price has not yet been determined |
| 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 |
| 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 |
| Underwriter / lead underwriter | Nomura International plc, Daiwa Capital Markets Europe Limited, Mizuho International plc |
| 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 |
Items this document does not state (12)
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.