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Share Issuance and Disposal8117CENTRAL AUTOMOTIVE PRODUCTS LTD.Trading & Wholesale

Notice Regarding the Secondary Offering of Shares

We have resolved to conduct a secondary offering of 3,548,600 of our common shares held by financial institution shareholders through an underwritten offering. Depending on demand, an additional secondary offering of up to 532,200 shares may also be conducted through an over-allotment.

Worth reading
42Recurring
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
3548600
Shares
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Secondary offering of shares (underwritten secondary offering) and secondary offering through an over-allotment

発行・処分する株式数

Secondary offering with underwriter purchase commitment 3,548,600 shares / Over-allotment offering 532,200 shares (maximum)

Intended allottee
Underwriters An underwriting syndicate led by Nomura Securities Co., Ltd. as lead manager / Overallotment Nomura Securities Co., Ltd.
Terms of the stock acquisition rights
Exercise period
The green shoe option may be exercised from the settlement date of the 2026 offering through 9 October 2026.
Conditions on transfer restrictions

Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.

Transfer restriction period
For the selling shareholders Daido Life Insurance Company and NISSAN TOKYO SALES HOLDINGS CO.,LTD., the period will begin on the date on which the offering price and other terms are determined and end on the 180th day after the settlement date of the underwritten secondary offering.
Conditions for lifting transfer restrictions
During the lock-up period, no sale or other disposition of our shares may be made without the prior written consent of Nomura Securities Co., Ltd. Nomura Securities Co., Ltd. may, at its discretion, waive part or all of the agreement.
Offering structure
Underwriter / lead underwriter
An underwriting syndicate led by Nomura Securities Co., Ltd. as lead manager
Overallotment
Number of shares offered 532,200 shares (maximum) / Maximum number of shares in a third-party allotment Not disclosed
Basis for determining the amount to be paid
The indicative price range will be calculated by multiplying the closing price of the common shares in regular trading on the Tokyo Stock Exchange on the date on which the offering price and other terms are determined by 0.90 to 1.00. The final price will be determined after taking demand into account, with fractions of less than ¥1 rounded down.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalSecondary offering of shares (underwritten secondary offering) and secondary offering through an over-allotment
Number of shares to be issued or disposed ofSecondary offering with underwriter purchase commitment 3,548,600 shares / Over-allotment offering 532,200 shares (maximum)
Intended allotteeUnderwriters An underwriting syndicate led by Nomura Securities Co., Ltd. as lead manager / Overallotment Nomura Securities Co., Ltd.
Basis for determining the amount to be paidThe indicative price range will be calculated by multiplying the closing price of the common shares in regular trading on the Tokyo Stock Exchange on the date on which the offering price and other terms are determined by 0.90 to 1.00. The final price will be determined after taking demand into account, with fractions of less than ¥1 rounded down.
Exercise periodThe green shoe option may be exercised from the settlement date of the 2026 offering through 9 October 2026.
Transfer restriction periodFor the selling shareholders Daido Life Insurance Company and NISSAN TOKYO SALES HOLDINGS CO.,LTD., the period will begin on the date on which the offering price and other terms are determined and end on the 180th day after the settlement date of the underwritten secondary offering.
Conditions for lifting transfer restrictionsDuring the lock-up period, no sale or other disposition of our shares may be made without the prior written consent of Nomura Securities Co., Ltd. Nomura Securities Co., Ltd. may, at its discretion, waive part or all of the agreement.
Underwriter / lead underwriterAn underwriting syndicate led by Nomura Securities Co., Ltd. as lead manager
OverallotmentNumber of shares offered 532,200 shares (maximum) / Maximum number of shares in a third-party allotment Not disclosed
Items this document does not state (19)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceNumber of Stock Acquisition RightsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationStock Split RatioProcedures under the Corporate Code of ConductMost 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.

The offering will be conducted after confirming the intention of certain financial institution shareholders to sell their holdings, with the aim of diversifying our shareholder base and raising awareness of the Company. We have also resolved to repurchase treasury shares from the perspective of mitigating the impact on the supply and demand of our shares, enhancing shareholder returns and improving capital efficiency.

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Notice Regarding the Secondary Offering of Shares | CENTRAL AUTOMOTIVE PRODUCTS LTD. (8117) timely disclosure | Komori