Decision and Details
Prior disclosure matters relating to the absorption-type company split
The number of shares was determined through discussions, taking into account that the Company is the wholly owning parent company of the successor company and other factors; the borrowings are intended to fund construction of Building 4 at the SEED Konosu Research Institute and certain equipment purchases
It is stated that no circumstances that would hinder the performance of obligations by the Company or the successor company are currently anticipated.
| Item | Details |
|---|---|
| Matter Covered | Prior disclosure matters relating to the absorption-type company split |
| Decision Date | 19 May 2026 (date the absorption-type company split agreement was executed) |
| Implementation Date | 1 July 2026 (scheduled effective date) |
| Period Covered | From the effective date of the absorption-type company split onward |
| Amount | Total borrowings of ¥8.4 billion (10-year term, interest rates prescribed by each bank, unsecured); total assets of ¥50 million, capital stock of ¥25 million and capital surplus of ¥25 million as of the date of establishment of the successor company; the number of Class A shares will be calculated by dividing the net assets of the business being transferred as of 30 June 2026 by 50,000, with any fraction rounded up |
| Quantity / scale | The smart contact lens business in its entirety; the calculated number of Class A shares will be issued and all shares will be allotted and delivered to the Company; lending institutions are Sumitomo Mitsui Banking Corporation, Mizuho Bank, Ltd. and 13 other banks |
| Impact on Business Performance | It is stated that no circumstances that would hinder the performance of obligations by the Company or the successor company are currently anticipated. |
| Reason | The number of shares was determined through discussions, taking into account that the Company is the wholly owning parent company of the successor company and other factors; the borrowings are intended to fund construction of Building 4 at the SEED Konosu Research Institute and certain equipment purchases |
| Governing Rule | Article 782, paragraph 1 and Article 758 of the Companies Act; Article 183 of the Ordinance for Enforcement of the Companies Act; Ordinance on Company Accounting |
| Future plans | The absorption-type company split is scheduled to take effect on 1 July 2026; any changes to the disclosed matters arising before the effective date will be disclosed immediately |
Items this document does not state (2)
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 number of shares was determined through discussions between the two companies, taking into account that SEED CO.,LTD. is the wholly owning parent company of 株式会社オキュデバイセズ and other factors relating to the transfer of the business. The borrowings are intended to fund construction of Building 4 at the SEED Konosu Research Institute and certain equipment purchases.