Details of issuance or disposal
Issuance of the Eighth Series Stock Acquisition Rights through a third-party allotment (with provisions for revision of the exercise price)
Potential shares: 1,642,000 (16,420 stock acquisition rights, with each right entitling the holder to 100 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥4,991,680
10.32% (based on the total number of issued shares); 10.34% (based on the total number of 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 | Issuance of the Eighth Series Stock Acquisition Rights through a third-party allotment (with provisions for revision of the exercise price) |
| Number of shares to be issued or disposed of | Potential shares: 1,642,000 (16,420 stock acquisition rights, with each right entitling the holder to 100 shares) |
| Issue price and disposal price | ¥304 per stock acquisition right (¥3.04 per common share underlying the stock acquisition rights) |
| Total issue value | ¥4,991,680 |
| Amount of funds to be raised | Total funds raised: ¥1,612,509,680; estimated net proceeds: ¥1,603,509,680 |
| Estimated issuance expenses | ¥9,000,000 |
| Specific use of funds | Details Capital expenditures related to the low-concentration precious metal recovery business / Amount ¥300 million / Scheduled timing of expenditures December 2026 to June 2028, Details Funds for the creation of new businesses / Amount ¥500 million / Scheduled timing of expenditures October 2026 to June 2028, Details Funds for business operations / Amount ¥803 million / Scheduled timing of expenditures October 2026 to June 2029 |
| Payment date | 16 September 2026 |
| Intended allottee | SMBC Nikko Securities Inc. (16,420 stock acquisition rights) |
| Intended allottee's holding policy | The intended allottee does not plan to transfer the stock acquisition rights to any third party other than the company. It does not intend to hold the common shares delivered upon exercise for the long term and plans to sell them from time to time, taking market conditions into account. |
| Dilution Rate | 10.32% (based on the total number of issued shares); 10.34% (based on the total number of voting rights) |
| Total number of issued shares | 15,904,500 shares (as of 30 June 2026) → Not disclosed |
| Basis for determining the amount to be paid | The initial exercise price is ¥979, the closing price for regular trading of the company's common shares on the Tokyo Stock Exchange on 28 August 2026. The adjusted exercise price will be 90.5% of the VWAP on the trading day immediately preceding the effective date of each exercise request. The minimum exercise price is ¥588, equivalent to 60% of that closing price. The payment amount of ¥304 per stock acquisition right is equal to the amount calculated using a Monte Carlo simulation. |
| Exercise price | Initially ¥979. Adjusted to 90.5% of the VWAP on the trading day immediately preceding the effective date of each exercise request. Floor of ¥588, with no cap. |
| Exercise period | 17 September 2026 to 28 September 2029 |
| Number of Stock Acquisition Rights | Total issued: 16,420 stock acquisition rights. Number of unexercised rights: Not disclosed. |
| Reason for acquisition without consideration | If the company's board of directors resolves that acquisition is necessary, in the event of a corporate reorganization, or if the company is designated as a security under supervision, a security under special alert, or a security to be delisted, or is delisted. In each case, the acquisition price will be ¥304 per stock acquisition right, and the rights will be cancelled after acquisition. |
| Underwriter / lead underwriter | SMBC Nikko Securities Inc. |
| Procedures under the Corporate Code of Conduct | Because the dilution rate is less than 25% and the transaction does not involve a change in the controlling shareholder, obtaining an opinion from an independent third party and conducting a shareholder approval procedure are not required. The unanimous opinion of all Audit and Supervisory Committee members was obtained. |
| Major shareholders after the offering | The major shareholders and their shareholdings after the offering are not shown. If all the rights are exercised and the shares are held, the intended allottee's voting rights ratio after exercise will be 9.37%. |
| Impact on Business Performance | The impact on results for the fiscal year ending June 2027 will be minor. The company expects the funds raised to contribute to future results. |
Items this document does not state (7)
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 rebuild the financial foundation and strengthen equity capital, while raising funds for capital expenditures related to the low-concentration precious metal recovery business, the creation of new businesses and business operations. The company also intends to control the timing and volume of exercises to a certain extent and limit rapid dilution.