Worth reading
79Important
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
10000000000
¥Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance of new Class C preferred shares through a third-party allotment
Who receives how much10,000,000Shares
10,000,000 shares (Class C preferred shares)
SBI Shinsei Bank, Limited10,000,000 shares
The lower thin line represents the existing number of shares to which these shares will be added.
¥1,000 per share
Total issue value
¥10 billion (¥10,000,000,000)
Amount of funds to be raised
Total payment amount ¥10,000,000,000 / Estimated net proceeds ¥9,913,200,000
Estimated issuance expenses
¥86,800,000
Specific use of funds
Business loans, primarily to local businessesAmount ¥9,913,200,000 / Scheduled timing of expenditures After the payment date
発行済株式総数
Approximately 294% (maximum dilution rate based on the acquisition request rights and mandatory acquisition provisions, with common shares as consideration)
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
Determined based on the average closing price of the common shares over 5 consecutive trading days at the start of the acquisition request period. The acquisition price will be revised on 1 April and 1 October each year, with an upper limit of ¥610 and a lower limit of ¥407.
Exercise period
From 25 December 2031 to 24 December 2041
Offering structure
Major shareholders after the offering
Name SBI Shinsei Bank, Limited / Subject stock Series C preferred shares / Shareholding ratio 100.00％
Intended allottee's holding policy
The intended allottee has indicated that it plans to hold the Class C preferred shares over the medium to long term.
Payment date
25 December 2026
Basis for determining the amount to be paid
The price was set at ¥1,000 per share with reference to a theoretical value of ¥957.1 to ¥1,023.1 per share calculated using a binomial model by an independent valuation institution. No discount or premium to the share price was disclosed.
Procedures under the Corporate Code of Conduct
At an extraordinary general meeting of shareholders scheduled for 24 December 2026, the company plans to obtain a special resolution for a favorable issuance under Article 199, Paragraph 2 of the Companies Act, which will also serve to confirm shareholders' intentions.
Most recent equity financing
None
Impact on Business Performance
For the fiscal year ending March 2027, ordinary profit and net income are expected to be temporarily negative due to an estimated securities sale loss of approximately ¥6.5 billion. Meanwhile, the capital adequacy ratio is expected to improve to approximately 8.5% at the end of March 2027. The reduction in the amounts of stated capital and capital reserve will have no impact on results.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of new Class C preferred shares through a third-party allotment |
| Number of shares to be issued or disposed of | 10,000,000 shares (Class C preferred shares) |
| Issue price and disposal price | ¥1,000 per share |
| Total issue value | ¥10 billion (¥10,000,000,000) |
| Amount of funds to be raised | Total payment amount ¥10,000,000,000 / Estimated net proceeds ¥9,913,200,000 |
| Estimated issuance expenses | ¥86,800,000 |
| Specific use of funds | Details Business loans, primarily to local businesses / Amount ¥9,913,200,000 / Scheduled timing of expenditures After the payment date |
| Payment date | 25 December 2026 |
| Intended allottee | Name SBI Shinsei Bank, Limited / Number of Shares 10,000,000 shares |
| Intended allottee's holding policy | The intended allottee has indicated that it plans to hold the Class C preferred shares over the medium to long term. |
| Dilution Rate | Approximately 294% (maximum dilution rate based on the acquisition request rights and mandatory acquisition provisions, with common shares as consideration) |
| Basis for determining the amount to be paid | The price was set at ¥1,000 per share with reference to a theoretical value of ¥957.1 to ¥1,023.1 per share calculated using a binomial model by an independent valuation institution. No discount or premium to the share price was disclosed. |
| Exercise price | Determined based on the average closing price of the common shares over 5 consecutive trading days at the start of the acquisition request period. The acquisition price will be revised on 1 April and 1 October each year, with an upper limit of ¥610 and a lower limit of ¥407. |
| Exercise period | From 25 December 2031 to 24 December 2041 |
| Procedures under the Corporate Code of Conduct | At an extraordinary general meeting of shareholders scheduled for 24 December 2026, the company plans to obtain a special resolution for a favorable issuance under Article 199, Paragraph 2 of the Companies Act, which will also serve to confirm shareholders' intentions. |
| Most recent equity financing | None |
| Major shareholders after the offering | Name SBI Shinsei Bank, Limited / Subject stock Series C preferred shares / Shareholding ratio 100.00％ |
| Impact on Business Performance | For the fiscal year ending March 2027, ordinary profit and net income are expected to be temporarily negative due to an estimated securities sale loss of approximately ¥6.5 billion. Meanwhile, the capital adequacy ratio is expected to improve to approximately 8.5% at the end of March 2027. The reduction in the amounts of stated capital and capital reserve will have no impact on results. |
Items this document does not state (10)
Total number of issued sharesNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason 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.The capital raising is intended to eliminate valuation losses on securities while improving the bank-only capital adequacy ratio. The proceeds will be allocated primarily to business loans for local businesses to strengthen equity capital and the financial base, provide funding to the region, and enhance cooperation with the SBI Group.
How to read this page
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