Komori
Occurring Fact7172Japan Investment Adviser Co.,Ltd.Financials (excluding banks)

Notice Regarding the Capital and Business Alliance with Sojitz Corporation, Disposal of Treasury Shares and Issuance of New Shares through a Third-Party Allotment, Offering of Shares, and Other Matters

Japan Investment Adviser Co.,Ltd. has decided to enter into a capital and business alliance with Sojitz Corporation and plans to issue and dispose of a total of 1,557,200 new and treasury shares through a third-party allotment, raising approximately ¥3.43 billion. In addition, on 8 June 2026, 10,434,200 shares are expected to be sold from Shiroiwa Naoto (白岩直人) to Sojitz Corporation. Sojitz Corporation is expected to become a major shareholder and other affiliated company, while Shiroiwa Naoto (白岩直人) is expected to cease to be a major shareholder and a controlling shareholder other than a parent company.

Worth reading
51Recurring
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
3425840000
Yen (amount of funds raised through the third-party allotment)
Wording
Avoiding a definitive answer
How definitive the wording is.

Capital and business alliance with Sojitz Corporation, disposal of treasury shares and issuance of new shares through a third-party allotment, offering of shares, and changes in the major shareholder, other affiliated company and controlling shareholder other than a parent company

Subject Entity

Japan Investment Adviser Co.,Ltd., Sojitz Corporation, JPリースプロダクツ&サービシイズ株式会社, and Shiroiwa Naoto (白岩直人)

Target Locations / Products

Operating lease business, environmental energy business, real estate business, aircraft operating leases, and environmental energy and infrastructure business

Occurrence22 May 2026 (date of the Board of Directors' resolution and execution of the capital and business alliance agreement and share transfer agreement)
This disclosure05/22/2026
Cause

Because strengthening the value chain from deal sourcing and operations through exit was deemed essential, and building a strategic partnership with Sojitz Corporation was determined to be the best approach.

Amount of Impact on Business Performance

Funds raised through the third-party allotment: ¥3,425,840,000; estimated issuance expenses: ¥22,000,000; estimated net proceeds: ¥3,403,840,000. The aggregate offering price of the shares offered for sale is ¥22,955,240,000.

Accounting period in which recognized

Consolidated results for the fiscal year ending December 2026

Impact on Earnings Forecast

The impact of this third-party allotment on the company's consolidated results for the fiscal year ending December 2026 is expected to be immaterial.

Change in voting rights ownership ratio

Sojitz Corporation0.66%→19.97%(+19.31pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

Sojitz Corporation: 4,000 voting rights (0.66%, as of 31 December 2025). Shiroiwa Naoto (白岩直人): 104,342 voting rights held directly (17.24%), 216,782 voting rights subject to aggregation, and 321,124 voting rights in total (53.07%, as of 22 May 2026; the denominator is the total number of voting rights as of 31 December 2025).

Voting rights ownership percentage after the change

Sojitz Corporation: 123,914 voting rights (19.97%, expected as of 8 June 2026). Shiroiwa Naoto (白岩直人): 0 voting rights held directly (0%), 216,782 voting rights subject to aggregation, and 216,782 voting rights in total (35.83%, expected as of 8 June 2026).

Outlook

The capital and business alliance is scheduled to commence on 8 June 2026, when payment for the third-party allotment and settlement of the share offering are also scheduled to take place. Through the collaboration under the capital and business alliance, the company aims to enhance corporate value over the medium to long term.

Planned follow-up disclosure

If any matters requiring disclosure arise in the future, the company will disclose them promptly.

Event that occurred
ItemDetails
Event nameCapital and business alliance with Sojitz Corporation, disposal of treasury shares and issuance of new shares through a third-party allotment, offering of shares, and changes in the major shareholder, other affiliated company and controlling shareholder other than a parent company
Date of occurrence22 May 2026 (date of the Board of Directors' resolution and execution of the capital and business alliance agreement and share transfer agreement)
Subject EntityJapan Investment Adviser Co.,Ltd., Sojitz Corporation, JPリースプロダクツ&サービシイズ株式会社, and Shiroiwa Naoto (白岩直人)
Target Locations / ProductsOperating lease business, environmental energy business, real estate business, aircraft operating leases, and environmental energy and infrastructure business
CauseBecause strengthening the value chain from deal sourcing and operations through exit was deemed essential, and building a strategic partnership with Sojitz Corporation was determined to be the best approach.
Amount of Impact on Business PerformanceFunds raised through the third-party allotment: ¥3,425,840,000; estimated issuance expenses: ¥22,000,000; estimated net proceeds: ¥3,403,840,000. The aggregate offering price of the shares offered for sale is ¥22,955,240,000.
Accounting period in which recognizedConsolidated results for the fiscal year ending December 2026
Impact on Earnings ForecastThe impact of this third-party allotment on the company's consolidated results for the fiscal year ending December 2026 is expected to be immaterial.
Voting rights ownership percentage before the changeSojitz Corporation: 4,000 voting rights (0.66%, as of 31 December 2025). Shiroiwa Naoto (白岩直人): 104,342 voting rights held directly (17.24%), 216,782 voting rights subject to aggregation, and 321,124 voting rights in total (53.07%, as of 22 May 2026; the denominator is the total number of voting rights as of 31 December 2025).
Voting rights ownership percentage after the changeSojitz Corporation: 123,914 voting rights (19.97%, expected as of 8 June 2026). Shiroiwa Naoto (白岩直人): 0 voting rights held directly (0%), 216,782 voting rights subject to aggregation, and 216,782 voting rights in total (35.83%, expected as of 8 June 2026).
OutlookThe capital and business alliance is scheduled to commence on 8 June 2026, when payment for the third-party allotment and settlement of the share offering are also scheduled to take place. Through the collaboration under the capital and business alliance, the company aims to enhance corporate value over the medium to long term.
Planned follow-up disclosureIf any matters requiring disclosure arise in the future, the company will disclose them promptly.
Items this document does not state (13)
Date recognized / date notice receivedType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liability

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 the value chain from deal sourcing and operations through exit, and to expand business opportunities and profitability by combining the two companies' expertise in structuring financial products, information networks and deal development capabilities. The company also aims to limit the dilution of existing shares that would result from issuing new shares alone and to take existing shareholders' interests into consideration.

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.
Notice Regarding the Capital and Business Alliance with Sojitz Corporation, Disposal of Treasury Shares and Issuance of New Shares through a Third-Party Allotment, Offering of Shares, and Other Matters | Japan Investment Adviser Co.,Ltd. (7172) timely disclosure | Komori