Worth reading
84Important
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
8.35
Dilution rate (%)Wording
Definitive
How definitive the wording is.Details of issuance or disposal
Issuance of new shares and disposal of treasury shares through a third-party allotment
Who receives how much
New shares 532,600 common shares / Treasury shares 653,500 common shares
WILL FIELD CAPITAL PTE.LTD.484,100 shares
General Incorporated Association One-Person Business Owners' Workers' Compensation Insurance Association48,500 shares
株式会社ビズリーチ653,500 shares
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.
¥2,066 per share
Total issue value
Issuance of new shares: ¥1,100,351,600; disposal of treasury shares: ¥1,350,131,000
Amount of funds to be raised
Total payment amount: ¥2,450,482,600; estimated net proceeds: ¥2,448,832,600
Estimated issuance expenses
¥1,650,000
Specific use of funds
Funds reserved for M&AAmount ¥1,500 million / Scheduled timing of expenditures October 2026 to March 2028
Growth investment funds to expand recurring revenueAmount ¥500 million / Scheduled timing of expenditures October 2026 to September 2027
Partial funding for additional development of grid-connected battery storage facilitiesAmount ¥448 million / Scheduled timing of expenditures October 2026 to March 2028
Existing Shares and Increase
+8.35%Rate of increase
14,196,490 shares14,729,090Shares
8.35% (voting rights ratio: 9.04%)
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
2 years for WILL FIELD and 一人親方労災保険組合, and 1.5 years for ビズリーチ
Conditions for lifting transfer restrictions
The shares will not be transferred during the applicable period, except where they are tendered into a tender offer supported by the Company’s board of directors, transferred with the Company’s prior written consent, or transferred pursuant to statutory procedures associated with a corporate reorganization or similar transaction.
Offering structure
Major shareholders after the offering
Name Kasuga Hirofumi (春日博文) / Shareholding ratio 29.02％Name Nomura Securities Co., Ltd. / Shareholding ratio 5.26％Name WILL FIELD CAPITAL PTE.LTD. / Shareholding ratio 4.58％Name 株式会社ビズリーチ / Shareholding ratio 4.57％Name 株式会社日本カストディ銀行 (Trust Account) / Shareholding ratio 3.03％Name Maruyama Yusuke (丸山侑佑) / Shareholding ratio 2.74％Name SBI SECURITIES CO., LTD. / Shareholding ratio 2.54％Name NOMURA PB NOMINEES LIMITED OMNIBUS-MARGIN (CASHPB) / Shareholding ratio 2.46％Name セントラル短資株式会社 / Shareholding ratio 2.39％Name BNY GCM CLIENT ACCOUNT JPRD AC ISG (FE-AC) / Shareholding ratio 1.99％Name CHANGE Holdings,Inc. / Shareholding ratio 1.88％Name Japan Securities Finance Co.,Ltd. / Shareholding ratio 1.77％
Intended allottee's holding policy
The parties intend to hold the shares over the medium to long term. WILL FIELD and 一人親方労災保険組合 will not transfer the shares for 2 years from the allotment date, and ビズリーチ will not transfer them for 1.5 years, except in certain circumstances.
Payment date
1 October 2026
Basis for determining the amount to be paid
The issue price is ¥2,066, representing a 7.02% discount to the average closing price of ¥2,222 for the 1-month period from 15 August 2026 to 14 September 2026. This represents a 3.46% discount to the closing price of ¥2,140 on the business day immediately preceding the announcement, an 11.25% discount to the average closing price of ¥2,328 for the preceding 3 months, and a 10.76% discount to the average closing price of ¥2,315 for the preceding 6 months.
Procedures under the Corporate Code of Conduct
As 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 procedures to confirm shareholders' intentions are not required.
Most recent equity financing
Timing 4 October 2023 / Type Public Offering / Amount ¥2,277,275,000
Impact on Business Performance
The Company expects the impact on its results for the fiscal year ending March 2027 to be minor.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new shares and disposal of treasury shares through a third-party allotment |
| Number of shares to be issued or disposed of | New shares 532,600 common shares / Treasury shares 653,500 common shares |
| Issue price and disposal price | ¥2,066 per share |
| Total issue value | Issuance of new shares: ¥1,100,351,600; disposal of treasury shares: ¥1,350,131,000 |
| Amount of funds to be raised | Total payment amount: ¥2,450,482,600; estimated net proceeds: ¥2,448,832,600 |
| Estimated issuance expenses | ¥1,650,000 |
| Specific use of funds | Details Funds reserved for M&A / Amount ¥1,500 million / Scheduled timing of expenditures October 2026 to March 2028, Details Growth investment funds to expand recurring revenue / Amount ¥500 million / Scheduled timing of expenditures October 2026 to September 2027, Details Partial funding for additional development of grid-connected battery storage facilities / Amount ¥448 million / Scheduled timing of expenditures October 2026 to March 2028 |
| Payment date | 1 October 2026 |
| Intended allottee | Name WILL FIELD CAPITAL PTE.LTD. / Number of Shares 484,100 shares, Name General Incorporated Association One-Person Business Owners' Workers' Compensation Insurance Association / Number of Shares 48,500 shares, Name 株式会社ビズリーチ / Number of Shares 653,500 shares |
| Intended allottee's holding policy | The parties intend to hold the shares over the medium to long term. WILL FIELD and 一人親方労災保険組合 will not transfer the shares for 2 years from the allotment date, and ビズリーチ will not transfer them for 1.5 years, except in certain circumstances. |
| Dilution Rate | 8.35% (voting rights ratio: 9.04%) |
| Total number of issued shares | 14,196,490 shares → 14,729,090 shares（3.75％） |
| Basis for determining the amount to be paid | The issue price is ¥2,066, representing a 7.02% discount to the average closing price of ¥2,222 for the 1-month period from 15 August 2026 to 14 September 2026. This represents a 3.46% discount to the closing price of ¥2,140 on the business day immediately preceding the announcement, an 11.25% discount to the average closing price of ¥2,328 for the preceding 3 months, and a 10.76% discount to the average closing price of ¥2,315 for the preceding 6 months. |
| Transfer restriction period | 2 years for WILL FIELD and 一人親方労災保険組合, and 1.5 years for ビズリーチ |
| Conditions for lifting transfer restrictions | The shares will not be transferred during the applicable period, except where they are tendered into a tender offer supported by the Company’s board of directors, transferred with the Company’s prior written consent, or transferred pursuant to statutory procedures associated with a corporate reorganization or similar transaction. |
| Procedures under the Corporate Code of Conduct | As 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 procedures to confirm shareholders' intentions are not required. |
| Most recent equity financing | Timing 4 October 2023 / Type Public Offering / Amount ¥2,277,275,000 |
| Major shareholders after the offering | Name Kasuga Hirofumi (春日博文) / Shareholding ratio 29.02％, Name Nomura Securities Co., Ltd. / Shareholding ratio 5.26％, Name WILL FIELD CAPITAL PTE.LTD. / Shareholding ratio 4.58％, Name 株式会社ビズリーチ / Shareholding ratio 4.57％, Name 株式会社日本カストディ銀行 (Trust Account) / Shareholding ratio 3.03％, Name Maruyama Yusuke (丸山侑佑) / Shareholding ratio 2.74％, Name SBI SECURITIES CO., LTD. / Shareholding ratio 2.54％, Name NOMURA PB NOMINEES LIMITED OMNIBUS-MARGIN (CASHPB) / Shareholding ratio 2.46％, Name セントラル短資株式会社 / Shareholding ratio 2.39％, Name BNY GCM CLIENT ACCOUNT JPRD AC ISG (FE-AC) / Shareholding ratio 1.99％, Name CHANGE Holdings,Inc. / Shareholding ratio 1.88％, Name Japan Securities Finance Co.,Ltd. / Shareholding ratio 1.77％ |
| Impact on Business Performance | The Company expects the impact on its results for the fiscal year ending March 2027 to be minor. |
Items this document does not state (9)
Exercise priceExercise periodNumber of Stock Acquisition RightsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split Ratio
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 strengthen shareholders’ equity, improve financial indicators, expand borrowing capacity and secure a financial base that enables the Company to pursue M&A and growth investments promptly.
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.