Komori
Share Issuance and Disposal8105Bitcoin Japan CorporationTrading & Wholesale

Notice Regarding Completion of Payment for the First Series Unsecured Convertible Bonds with Stock Acquisition Rights (with a Conversion Price Adjustment Clause) and Second Series Stock Acquisition Rights (with an Exercise Price Adjustment Clause) Issued through Third-Party Allotment

Payment for the convertible bonds with stock acquisition rights with a conversion price adjustment clause and the stock acquisition rights with an exercise price adjustment clause issued through a third-party allotment was completed on 3 August 2026.

Worth reading
52Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

First Series unsecured convertible bonds with stock acquisition rights subject to conversion price adjustment provisions, issued through a third-party allotment, Second Stock Acquisition Rights issued through a third-party allotment (with an exercise price adjustment clause)

Who receives how much

Convertible bonds with stock acquisition rights: 10,869,560 underlying shares (maximum number of shares deliverable of 21,739,120 if the floor conversion price of ¥69 applies); stock acquisition rights: 59,377,900 underlying shares

EVO FUND (40 convertible bonds with stock acquisition rights and 593,779 stock acquisition rights)

The lower thin line represents the existing number of shares to which these shares will be added.

Convertible bonds: ¥100 per ¥100 face value of each bond; stock acquisition rights: ¥11 per right
Total issue value

Convertible bonds: ¥1,500,000,000; stock acquisition rights: ¥6,531,569

Amount of funds to be raised
Convertible bonds: ¥1,500,000,000. Stock acquisition rights: total payment amount of ¥8,200,681,769 (¥6,531,569 from the issuance of stock acquisition rights and ¥8,194,150,200 from the exercise of stock acquisition rights)
Terms of the stock acquisition rights
Exercise price
The initial exercise price of the stock acquisition rights is ¥138. From the second trading day after the allotment date, the exercise price will be adjusted to 100% of the average closing price for the preceding 2 trading days. The floor exercise price is ¥69.
Exercise period
Convertible bonds with stock acquisition rights: 4 August 2026 to 3 August 2027. Stock acquisition rights: 4 August 2026 to 4 August 2027
Number of Stock Acquisition Rights
40 stock acquisition rights attached to the convertible bonds with stock acquisition rights and 593,779 stock acquisition rights. Unexercised balance: Not disclosed
Payment date
Convertible bonds with stock acquisition rights: 3 August 2026. Stock acquisition rights: 3 August 2026
Basis for determining the amount to be paid
The initial conversion price and exercise price are ¥138. Thereafter, they will be adjusted based on 100% of the simple average closing price for the immediately preceding 2 consecutive trading days. The floor price is ¥69.
Procedures under the Corporate Code of Conduct
A restriction on excessive exercise applies when the number of shares acquired through exercises during a single calendar month would exceed 10% of the number of listed shares as of the payment date; exercises covering the portion exceeding 10% are not permitted. The allottee will confirm whether the restriction applies before exercising.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalFirst Series unsecured convertible bonds with stock acquisition rights subject to conversion price adjustment provisions, issued through a third-party allotment, Second Stock Acquisition Rights issued through a third-party allotment (with an exercise price adjustment clause)
Number of shares to be issued or disposed ofConvertible bonds with stock acquisition rights: 10,869,560 underlying shares (maximum number of shares deliverable of 21,739,120 if the floor conversion price of ¥69 applies); stock acquisition rights: 59,377,900 underlying shares
Issue price and disposal priceConvertible bonds: ¥100 per ¥100 face value of each bond; stock acquisition rights: ¥11 per right
Total issue valueConvertible bonds: ¥1,500,000,000; stock acquisition rights: ¥6,531,569
Amount of funds to be raisedConvertible bonds: ¥1,500,000,000. Stock acquisition rights: total payment amount of ¥8,200,681,769 (¥6,531,569 from the issuance of stock acquisition rights and ¥8,194,150,200 from the exercise of stock acquisition rights)
Payment dateConvertible bonds with stock acquisition rights: 3 August 2026. Stock acquisition rights: 3 August 2026
Intended allotteeEVO FUND (40 convertible bonds with stock acquisition rights and 593,779 stock acquisition rights)
Basis for determining the amount to be paidThe initial conversion price and exercise price are ¥138. Thereafter, they will be adjusted based on 100% of the simple average closing price for the immediately preceding 2 consecutive trading days. The floor price is ¥69.
Exercise priceThe initial exercise price of the stock acquisition rights is ¥138. From the second trading day after the allotment date, the exercise price will be adjusted to 100% of the average closing price for the preceding 2 trading days. The floor exercise price is ¥69.
Exercise periodConvertible bonds with stock acquisition rights: 4 August 2026 to 3 August 2027. Stock acquisition rights: 4 August 2026 to 4 August 2027
Number of Stock Acquisition Rights40 stock acquisition rights attached to the convertible bonds with stock acquisition rights and 593,779 stock acquisition rights. Unexercised balance: Not disclosed
Procedures under the Corporate Code of ConductA restriction on excessive exercise applies when the number of shares acquired through exercises during a single calendar month would exceed 10% of the number of listed shares as of the payment date; exercises covering the portion exceeding 10% are not permitted. The allottee will confirm whether the restriction applies before exercising.
Items this document does not state (16)
Estimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

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.

Payment for the issuance approved by the Board of Directors on 16 July 2026 was completed.

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 Completion of Payment for the First Series Unsecured Convertible Bonds with Stock Acquisition Rights (with a Conversion Price Adjustment Clause) and Second Series Stock Acquisition Rights (with an Exercise Price Adjustment Clause) Issued through Third-Party Allotment | Bitcoin Japan Corporation (8105) timely disclosure | Komori