Worth reading
48Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
23500
Shares (maximum)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Disposal of treasury shares as transfer-restricted stock incentives for the employee stock ownership association (third-party allotment)
Who receives how much23,500Shares
23,500 common shares of the Company (maximum; the actual number of shares will be determined based on the number of eligible employees)
アバールグループ社員持株会23,500 shares (maximum)
The lower thin line represents the existing number of shares to which these shares will be added.
¥3,645 per share
Total issue value
¥85,657,500 (maximum; the actual total disposal amount will be determined based on the number of shares disposed of)
Amount of funds to be raised
Total payment amount of ¥85,657,500 (maximum), estimated net proceeds Not disclosed
Total Stock-Based Compensation
Monetary receivables of ¥364,500 per eligible employee. Monetary receivables equivalent to ¥85,657,500 for up to 235 employees
発行済株式総数
0.37% of total issued shares and 0.41% of total voting rights (in both cases, based on the maximum number of shares)
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
From 31 July 2026 to 31 July 2029 (3 years)
Conditions for lifting transfer restrictions
Provided that an eligible employee remains a member of the Employee Stock Ownership Association throughout the restricted transfer period, the restriction will be lifted upon expiration of the period for all of the shares allocated to that employee, in proportion to the employee's interest in the restricted stock. If the employee leaves the association due to retirement or another legitimate reason, the restriction will be lifted on the date the withdrawal application is accepted.
Reason for acquisition without consideration
If an eligible employee commits a violation of laws or regulations during the restricted transfer period or otherwise falls under certain circumstances stipulated in the allocation agreement, or if the restriction is not lifted when the restricted transfer period expires.
Categories and Number of Persons Covered
Up to 235 employees of the Company, 100 shares each (the actual number of eligible employees will be determined accordingly)
Intended allottee's holding policy
During the restricted transfer period, the shares may not be transferred to third parties, pledged or otherwise disposed of, and will be managed in a dedicated account. If an eligible employee remains a member of the Employee Stock Ownership Association throughout the restricted transfer period, the restriction will be lifted when the period expires on 31 July 2029.
Payment date
31 July 2026
Basis for determining the amount to be paid
The closing price on the Standard Market of the Tokyo Stock Exchange on 13 May 2026, the business day preceding the date of the Board of Directors' resolution. The premium was 17.24% to the one-month average of ¥3,109, 26.12% to the three-month average of ¥2,890, and 27.98% to the six-month average of ¥2,848.
Procedures under the Corporate Code of Conduct
Because the dilution ratio is less than 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. The Audit and Supervisory Committee, comprising 4 members including 3 outside directors, expressed the opinion that the disposal price is not particularly advantageous and that the transaction is lawful.
| Item | Details |
|---|---|
| Type of issuance or disposal | Disposal of treasury shares as transfer-restricted stock incentives for the employee stock ownership association (third-party allotment) |
| Number of shares to be issued or disposed of | 23,500 common shares of the Company (maximum; the actual number of shares will be determined based on the number of eligible employees) |
| Issue price and disposal price | ¥3,645 per share |
| Total issue value | ¥85,657,500 (maximum; the actual total disposal amount will be determined based on the number of shares disposed of) |
| Amount of funds to be raised | Total payment amount of ¥85,657,500 (maximum), estimated net proceeds Not disclosed |
| Payment date | 31 July 2026 |
| Intended allottee | Name アバールグループ社員持株会 / Number of Shares 23,500 shares (maximum) |
| Intended allottee's holding policy | During the restricted transfer period, the shares may not be transferred to third parties, pledged or otherwise disposed of, and will be managed in a dedicated account. If an eligible employee remains a member of the Employee Stock Ownership Association throughout the restricted transfer period, the restriction will be lifted when the period expires on 31 July 2029. |
| Dilution Rate | 0.37% of total issued shares and 0.41% of total voting rights (in both cases, based on the maximum number of shares) |
| Total number of issued shares | 6,367,842 shares (as of 31 March 2026) → Not disclosed |
| Basis for determining the amount to be paid | The closing price on the Standard Market of the Tokyo Stock Exchange on 13 May 2026, the business day preceding the date of the Board of Directors' resolution. The premium was 17.24% to the one-month average of ¥3,109, 26.12% to the three-month average of ¥2,890, and 27.98% to the six-month average of ¥2,848. |
| Transfer restriction period | From 31 July 2026 to 31 July 2029 (3 years) |
| Conditions for lifting transfer restrictions | Provided that an eligible employee remains a member of the Employee Stock Ownership Association throughout the restricted transfer period, the restriction will be lifted upon expiration of the period for all of the shares allocated to that employee, in proportion to the employee's interest in the restricted stock. If the employee leaves the association due to retirement or another legitimate reason, the restriction will be lifted on the date the withdrawal application is accepted. |
| Reason for acquisition without consideration | If an eligible employee commits a violation of laws or regulations during the restricted transfer period or otherwise falls under certain circumstances stipulated in the allocation agreement, or if the restriction is not lifted when the restricted transfer period expires. |
| Categories and Number of Persons Covered | Up to 235 employees of the Company, 100 shares each (the actual number of eligible employees will be determined accordingly) |
| Total Stock-Based Compensation | Monetary receivables of ¥364,500 per eligible employee. Monetary receivables equivalent to ¥85,657,500 for up to 235 employees |
| Procedures under the Corporate Code of Conduct | Because the dilution ratio is less than 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. The Audit and Supervisory Committee, comprising 4 members including 3 outside directors, expressed the opinion that the disposal price is not particularly advantageous and that the transaction is lawful. |
Items this document does not state (11)
Estimated issuance expensesSpecific use of fundsExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offeringImpact on Business Performance
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 promote the sustained growth of the Company by enhancing benefits for eligible employees, supporting asset formation, providing incentives to increase corporate value over the medium to long term, and raising employee motivation through capital participation as shareholders.
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.