Worth reading
84Important
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
103500000
Yen (total amount payable)Wording
Conditional
How definitive the wording is.Details of issuance or disposal
Issuance through a third-party allotment of the 3rd Series of Unsecured Convertible Bonds with Stock Acquisition Rights under the Convertible Bond with Stock Acquisition Rights Issuance Program
Who receives how much558,251Shares
558,251 potential shares (new shares to be issued or treasury shares to be disposed of upon conversion)
Long Corridor Alpha Opportunities Master Fund418,689 shares (potential shares)
MAP246 Segregated Portfolio, a segregated portfolio of LMA SPC55,825 shares (potential shares)
BEMAP Master Fund Ltd.83,737 shares (potential 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.
¥90 per ¥100 of each bond. The Stock Acquisition Rights will be issued without consideration
Total issue value
Total principal amount of bonds: ¥115,000,000; total amount payable: ¥103,500,000
Amount of funds to be raised
Total amount payable: ¥103,500,000; estimated net proceeds: ¥103,500,000
Estimated issuance expenses
— (It is difficult to present the expenses separately for the 3rd Series Convertible Bonds with Stock Acquisition Rights)
Specific use of funds
Expenses related to capital and business alliances, including M&A, and the acquisition of shares in subsidiariesAmount ¥103.5 million / Scheduled timing of expenditures August 2026 to June 2028
発行済株式総数
130.77% (for the Stock Acquisition Rights and the Convertible Bonds with Stock Acquisition Rights as a whole; 135.23% on a voting rights basis)
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.
Terms of the stock acquisition rights
Exercise price
The initial conversion price is ¥206. A clause provides for adjustment on 10 February 2027 to the closing price on the immediately preceding trading day. However, the minimum conversion price is ¥206
Exercise period
From 11 August 2026 through 10 August 2028 (or through 2 bank business days before the redemption date in the event of early redemption)
Number of Stock Acquisition Rights
20 stock acquisition rights issued in total; number of unexercised rights: Not disclosed
Intended allottee's holding policy
Any transfer of the 3rd Series Convertible Bonds with Stock Acquisition Rights requires the approval of the Company's Board of Directors
Payment date
10 August 2026
Basis for determining the amount to be paid
The initial conversion price is ¥206. This represents an 8.85% discount to the closing price of ¥226 on 23 July 2026, a 2.28% discount to the average closing price of ¥210.81 for the preceding month, a 6.07% discount to the three-month average of ¥219.32, and a 25.67% discount to the six-month average of ¥277.13. The issue price was set at ¥90 per ¥100 of each bond, based on the TFA valuation of ¥88.78 per ¥100 of each bond
Procedures under the Corporate Code of Conduct
Pursuant to Article 432 of the Securities Listing Regulations, a third-party committee was established to examine the necessity and appropriateness of this financing. The committee expressed the opinion that the financing should be approved. All 3 Audit & Supervisory Committee members, including 3 outside Audit & Supervisory Committee members, expressed the opinion that it complies with applicable laws and regulations
Most recent equity financing
Timing 8 July 2025 / Type Second Series Stock Acquisition Rights issued through a third-party allotment / Amount Not disclosed, Timing 20 May 2026 / Type 1st Series Unsecured Convertible Bonds with Stock Acquisition Rights, 5th Series Stock Acquisition Rights and 6th Series Stock Acquisition Rights / Amount Total amount payable for the 1st Series Convertible Bonds with Stock Acquisition Rights: ¥180,000,000. Amounts for the 5th and 6th Series Stock Acquisition Rights: not disclosed, Timing 19 June 2026 / Type 2nd Series Unsecured Convertible Bonds with Stock Acquisition Rights / Amount Total amount payable: ¥180,000,000
Impact on Business Performance
The disclosure states that allocating the funds raised to their intended uses will strengthen and expand the business base and help enhance corporate value and shareholder value. The specific impact on financial results: not disclosed
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance through a third-party allotment of the 3rd Series of Unsecured Convertible Bonds with Stock Acquisition Rights under the Convertible Bond with Stock Acquisition Rights Issuance Program |
| Number of shares to be issued or disposed of | 558,251 potential shares (new shares to be issued or treasury shares to be disposed of upon conversion) |
| Issue price and disposal price | ¥90 per ¥100 of each bond. The Stock Acquisition Rights will be issued without consideration |
| Total issue value | Total principal amount of bonds: ¥115,000,000; total amount payable: ¥103,500,000 |
| Amount of funds to be raised | Total amount payable: ¥103,500,000; estimated net proceeds: ¥103,500,000 |
| Estimated issuance expenses | — (It is difficult to present the expenses separately for the 3rd Series Convertible Bonds with Stock Acquisition Rights) |
| Specific use of funds | Details Expenses related to capital and business alliances, including M&A, and the acquisition of shares in subsidiaries / Amount ¥103.5 million / Scheduled timing of expenditures August 2026 to June 2028 |
| Payment date | 10 August 2026 |
| Intended allottee | Name Long Corridor Alpha Opportunities Master Fund / Number of Shares 418,689 shares (potential shares), Name MAP246 Segregated Portfolio, a segregated portfolio of LMA SPC / Number of Shares 55,825 shares (potential shares), Name BEMAP Master Fund Ltd. / Number of Shares 83,737 shares (potential shares) |
| Intended allottee's holding policy | Any transfer of the 3rd Series Convertible Bonds with Stock Acquisition Rights requires the approval of the Company's Board of Directors |
| Dilution Rate | 130.77% (for the Stock Acquisition Rights and the Convertible Bonds with Stock Acquisition Rights as a whole; 135.23% on a voting rights basis) |
| Total number of issued shares | 7,106,900 shares (as of 30 April 2026) → Not disclosed |
| Basis for determining the amount to be paid | The initial conversion price is ¥206. This represents an 8.85% discount to the closing price of ¥226 on 23 July 2026, a 2.28% discount to the average closing price of ¥210.81 for the preceding month, a 6.07% discount to the three-month average of ¥219.32, and a 25.67% discount to the six-month average of ¥277.13. The issue price was set at ¥90 per ¥100 of each bond, based on the TFA valuation of ¥88.78 per ¥100 of each bond |
| Exercise price | The initial conversion price is ¥206. A clause provides for adjustment on 10 February 2027 to the closing price on the immediately preceding trading day. However, the minimum conversion price is ¥206 |
| Exercise period | From 11 August 2026 through 10 August 2028 (or through 2 bank business days before the redemption date in the event of early redemption) |
| Number of Stock Acquisition Rights | 20 stock acquisition rights issued in total; number of unexercised rights: Not disclosed |
| Procedures under the Corporate Code of Conduct | Pursuant to Article 432 of the Securities Listing Regulations, a third-party committee was established to examine the necessity and appropriateness of this financing. The committee expressed the opinion that the financing should be approved. All 3 Audit & Supervisory Committee members, including 3 outside Audit & Supervisory Committee members, expressed the opinion that it complies with applicable laws and regulations |
| Most recent equity financing | Timing 8 July 2025 / Type Second Series Stock Acquisition Rights issued through a third-party allotment / Amount Not disclosed, Timing 20 May 2026 / Type 1st Series Unsecured Convertible Bonds with Stock Acquisition Rights, 5th Series Stock Acquisition Rights and 6th Series Stock Acquisition Rights / Amount Total amount payable for the 1st Series Convertible Bonds with Stock Acquisition Rights: ¥180,000,000. Amounts for the 5th and 6th Series Stock Acquisition Rights: not disclosed, Timing 19 June 2026 / Type 2nd Series Unsecured Convertible Bonds with Stock Acquisition Rights / Amount Total amount payable: ¥180,000,000 |
| Impact on Business Performance | The disclosure states that allocating the funds raised to their intended uses will strengthen and expand the business base and help enhance corporate value and shareholder value. The specific impact on financial results: not disclosed |
Items this document does not state (9)
Transfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentStock Split RatioMajor shareholders after the offering
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.In light of the number of shares issued upon conversion of the 1st and 2nd Series of Convertible Bonds with Stock Acquisition Rights, the total amount of the 3rd Series bonds was changed to ¥115,000,000 and the total amount payable to ¥103,500,000 so that the aggregate number of shares issued upon conversion under the program remains within 2,500,000 shares. The funds raised will be allocated to capital and business alliances, including M&A, and the acquisition of shares in subsidiaries.
How to read this page
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