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Share Issuance and Disposal8439Tokyo Century CorporationFinancials (excluding banks)

Notice Regarding Completion of Payment for the Issuance of Bond-Type Class Shares through a Third-Party Allotment and Effectiveness of the Reduction in the Amounts of Capital and Capital Reserve

With respect to the third-party allotment of bond-type class shares resolved on 3 August 2026, payment by The Norinchukin Bank and ITOCHU Corporation has been completed, and a total of 48,000,000 shares of 3 classes were issued. At the same time, the amounts of capital and capital reserve were each reduced by ¥6 billion and transferred to other capital surplus.

Worth reading
73In focus
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
12000000000
Yen (total reduction in stated capital and capital reserve)
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Issuance of Series 1 through Series 3 bond-type class shares through a third-party allotment

Who receives how much

Series 1 bond-type class shares 8,000,000 shares / Series 2 bond-type class shares 20,000,000 shares / Series 3 bond-type class shares 20,000,000 shares / Total 48,000,000 shares

The Norinchukin Bank8,000,000 shares
ITOCHU Corporation40,000,000 shares

The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.

¥250 per share
Total issue value

Series 1 bond-type class shares ¥2,000,000,000 / Series 2 bond-type class shares ¥5,000,000,000 / Series 3 bond-type class shares ¥5,000,000,000 / Total ¥12,000,000,000

Amount of funds to be raised
Total amount paid in: ¥12,000,000,000; estimated net proceeds: Not disclosed
発行済株式総数

On the basis of total issued shares, the total increased from 492,113,280 shares before the issuance to 540,113,280 shares after the issuance, including 48,000,000 bond-type class shares. The increase on the basis of common shares is 0%.

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.

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
Transfers and other dispositions are prohibited without the prior approval of the board of directors. Period: Not disclosed
Conditions for lifting transfer restrictions
Prior approval by the board of directors.
Intended allottee's holding policy
Neither allottee may, without the prior approval of the Company's board of directors, transfer, assign, succeed to, create security over or otherwise dispose of all or part of the bond-type class shares to a third party.
Payment date
18 September 2026
Most recent equity financing
Timing Resolution dated 3 August 2026 / Type Issuance of bond-type class shares through a third-party allotment / Amount ¥12,000,000,000
Details of issuance or disposal
ItemDetails
Type of issuance or disposalIssuance of Series 1 through Series 3 bond-type class shares through a third-party allotment
Number of shares to be issued or disposed ofSeries 1 bond-type class shares 8,000,000 shares / Series 2 bond-type class shares 20,000,000 shares / Series 3 bond-type class shares 20,000,000 shares / Total 48,000,000 shares
Issue price and disposal price¥250 per share
Total issue valueSeries 1 bond-type class shares ¥2,000,000,000 / Series 2 bond-type class shares ¥5,000,000,000 / Series 3 bond-type class shares ¥5,000,000,000 / Total ¥12,000,000,000
Amount of funds to be raisedTotal amount paid in: ¥12,000,000,000; estimated net proceeds: Not disclosed
Payment date18 September 2026
Intended allotteeName The Norinchukin Bank / Number of Shares 8,000,000 shares, Name ITOCHU Corporation / Number of Shares 40,000,000 shares
Intended allottee's holding policyNeither allottee may, without the prior approval of the Company's board of directors, transfer, assign, succeed to, create security over or otherwise dispose of all or part of the bond-type class shares to a third party.
Dilution RateOn the basis of total issued shares, the total increased from 492,113,280 shares before the issuance to 540,113,280 shares after the issuance, including 48,000,000 bond-type class shares. The increase on the basis of common shares is 0%.
Total number of issued shares492,113,280 common shares and 0 bond-type class shares → 492,113,280 common shares, 8,000,000 Series 1 shares, 20,000,000 Series 2 shares and 20,000,000 Series 3 shares
Transfer restriction periodTransfers and other dispositions are prohibited without the prior approval of the board of directors. Period: Not disclosed
Conditions for lifting transfer restrictionsPrior approval by the board of directors.
Most recent equity financingTiming Resolution dated 3 August 2026 / Type Issuance of bond-type class shares through a third-party allotment / Amount ¥12,000,000,000
Items this document does not state (15)
Estimated issuance expensesSpecific use of fundsBasis for determining the amount to be paidExercise priceExercise periodNumber of Stock Acquisition RightsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMajor 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.

Because payment for the third-party allotment resolved on 3 August 2026 has been completed. In addition, the reduction in the amounts of capital and capital reserve resolved at the same time has become effective. The specific reason for the reduction is not stated in the body of the disclosure.

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 Issuance of Bond-Type Class Shares through a Third-Party Allotment and Effectiveness of the Reduction in the Amounts of Capital and Capital Reserve | Tokyo Century Corporation (8439) timely disclosure | Komori