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Share Issuance and Disposal9449GMO internet group,Inc.Information and Communications, Services and Others

Notice Concerning the Secondary Offering of Shares in the Consolidated Subsidiary to Meet Continued Listing Criteria

It was decided to offer 61,500,000 common shares of the consolidated subsidiary GMO Internet through a purchase underwriting by the underwriters. The offering is intended to increase the ratio of tradable shares and enable the company to meet the listing maintenance criteria.

Worth reading
53Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
61500000
Shares
Wording
Conditional
How definitive the wording is.

Details of issuance or disposal

Offering through a purchase underwriting by the underwriters

発行・処分する株式数

GMO Internet (4784) common shares: 61,500,000 shares

Intended allottee
A large number of unspecified investors (purchase underwriting by the underwriters)
To be determined. The indicative price range will be set at a price calculated by multiplying the closing price on the date on which the offering price and other terms are determined by 0.90–1.00.
発行済株式総数

No change in the total number of issued shares resulting from the offering is stated

22.4% of total voting rights (stated as the ratio represented by the number of shares offered)

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
The offered shares and other securities may not be sold or otherwise transferred without the prior written consent of the joint lead managers from the date on which the offering price and other terms are determined until the 180th day counted from the settlement date.
Conditions for lifting transfer restrictions
With the prior written consent of the joint lead managers. This offering and related transactions are excluded.
Offering structure
Underwriter / lead underwriter
Daiwa Securities Co. Ltd., Nomura Securities Co., Ltd., and Mizuho Securities Co., Ltd. (joint lead managers)
Overallotment
The number of shares offered will be capped at 13,725,000 shares. In connection with this, Daiwa Securities Co. Ltd. is expected to be granted a greenshoe option.
Basis for determining the amount to be paid
The indicative price range will be set at a price 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 0.90–1.00, and the final price will be determined after taking demand conditions and other factors into account. The discount rate will be 0–10%.
Most recent equity financing
A public offering of new shares and an offering of shares announced by GMO Internet (4784) on 10 April 2026
Impact on Business Performance
A gain on sales of investments is expected to be recognized in the Company's non-consolidated financial statements, although the specific amount has not been determined. In the consolidated financial statements, capital surplus is expected to change, but the impact on consolidated profit or loss is expected to be immaterial.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalOffering through a purchase underwriting by the underwriters
Number of shares to be issued or disposed ofGMO Internet (4784) common shares: 61,500,000 shares
Issue price and disposal priceTo be determined. The indicative price range will be set at a price calculated by multiplying the closing price on the date on which the offering price and other terms are determined by 0.90–1.00.
Intended allotteeA large number of unspecified investors (purchase underwriting by the underwriters)
Dilution Rate22.4% of total voting rights (stated as the ratio represented by the number of shares offered)
Total number of issued sharesNo change in the total number of issued shares resulting from the offering is stated
Basis for determining the amount to be paidThe indicative price range will be set at a price 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 0.90–1.00, and the final price will be determined after taking demand conditions and other factors into account. The discount rate will be 0–10%.
Transfer restriction periodThe offered shares and other securities may not be sold or otherwise transferred without the prior written consent of the joint lead managers from the date on which the offering price and other terms are determined until the 180th day counted from the settlement date.
Conditions for lifting transfer restrictionsWith the prior written consent of the joint lead managers. This offering and related transactions are excluded.
Underwriter / lead underwriterDaiwa Securities Co. Ltd., Nomura Securities Co., Ltd., and Mizuho Securities Co., Ltd. (joint lead managers)
OverallotmentThe number of shares offered will be capped at 13,725,000 shares. In connection with this, Daiwa Securities Co. Ltd. is expected to be granted a greenshoe option.
Most recent equity financingA public offering of new shares and an offering of shares announced by GMO Internet (4784) on 10 April 2026
Impact on Business PerformanceA gain on sales of investments is expected to be recognized in the Company's non-consolidated financial statements, although the specific amount has not been determined. In the consolidated financial statements, capital surplus is expected to change, but the impact on consolidated profit or loss is expected to be immaterial.
Items this document does not state (15)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allottee's holding policyExercise priceExercise periodNumber of Stock Acquisition RightsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationStock Split RatioProcedures under the Corporate Code of ConductMajor 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.

To increase the ratio of tradable shares so that GMO Internet can meet the listing maintenance criteria for the Prime Market.

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 Concerning the Secondary Offering of Shares in the Consolidated Subsidiary to Meet Continued Listing Criteria | GMO internet group,Inc. (9449) timely disclosure | Komori