Details of issuance or disposal
Disposal of Treasury Shares Through a Third-Party Allotment
165,900 common shares of the Company (treasury shares)
The lower thin line represents the existing number of shares to which these shares will be added.
Total subscription payments: ¥749,868,000; estimated net proceeds: Not disclosed
0.78% of the issued shares and 0.89% of the total voting rights
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 | Disposal of Treasury Shares Through a Third-Party Allotment |
| Number of shares to be issued or disposed of | 165,900 common shares of the Company (treasury shares) |
| Issue price and disposal price | ¥4,520 per share |
| Amount of funds to be raised | Total subscription payments: ¥749,868,000; estimated net proceeds: Not disclosed |
| Payment date | 19 August 2026 |
| Intended allottee | Name Nomura Trust and Banking Co., Ltd. (designated trust account for the 伯東 Employee Shareholding Association) / Number of Shares 165,900 shares |
| Intended allottee's holding policy | The shares will be transferred in small amounts each month from the trust account to the employee shareholding association. The trust period is from 19 May 2026 to 28 March 2029. |
| Dilution Rate | 0.78% of the issued shares and 0.89% of the total voting rights |
| Total number of issued shares | 21,137,213 shares → Not disclosed |
| Basis for determining the amount to be paid | The closing price of ¥4,520 on the Prime Market of the Tokyo Stock Exchange on 18 May 2026, the business day preceding the date of the Board of Directors' resolution. The deviation from the average closing price was 5.76% for the one-month period from 20 April to 18 May 2026, 5.88% for the three-month period from 19 February to 18 May 2026, and 9.55% for the six-month period from 19 November 2025 to 18 May 2026. |
| Procedures under the Corporate Code of Conduct | Because 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. The Audit and Supervisory Committee, comprising 3 members, all of whom are outside directors, expressed the opinion that the disposal price does not constitute a particularly favorable price and is lawful. |
Items this document does not state (17)
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 provide employees with an incentive to enhance corporate value over the medium to long term and to ensure a stable and continuous supply of shares to the employee shareholding association. The Company explains that, because the treasury shares will be transferred in small amounts each month from the trust account to the employee shareholding association, the impact of the disposal will be minor and the scale of the dilution reasonable.