Details of issuance or disposal
Issuance of paid stock options (stock acquisition rights)
645,600 common shares (6,456 subscription rights to shares × 100 shares)
The lower thin line represents the existing number of shares to which these shares will be added.
¥129,120
7.7% (based on 8,433,540 total shares issued)
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 paid stock options (stock acquisition rights) |
| Number of shares to be issued or disposed of | 645,600 common shares (6,456 subscription rights to shares × 100 shares) |
| Issue price and disposal price | ¥20 per subscription right to shares |
| Total issue value | ¥129,120 |
| Amount of funds to be raised | Total payment for the subscription rights to shares: ¥129,120. The amount to be paid upon exercise of the subscription rights to shares will be ¥486 per share × the number of shares. Estimated net proceeds: Not disclosed |
| Payment date | 10 April 2026 |
| Intended allottee | One director of the Company (Representative Director and CEO Kaneshima Hiroki (金島弘樹)), 6,456 subscription rights to shares |
| Dilution Rate | 7.7% (based on 8,433,540 total shares issued) |
| Total number of issued shares | 8,433,540 shares → 9,079,140 shares (if all subscription rights are exercised)(7.7%) |
| Basis for determining the amount to be paid | The issue price was determined with reference to the fair value calculated using a Monte Carlo simulation by the third-party valuation firm 株式会社プルータス・コンサルティング, based on the closing share price of ¥486 on the trading day preceding the Board of Directors' resolution, share price volatility of 56.22%, a dividend yield of 0%, a risk-free interest rate of 2.515%, a remaining term of 11.74 years, and the market capitalization and performance conditions. Discount rate/premium rate: Not disclosed |
| Exercise price | Initial exercise price of ¥486. Adjustment provisions apply in response to share splits, reverse share splits, the issuance of new shares or disposal of treasury shares below market value, and other events. Floor: Not disclosed |
| Exercise period | From 1 January 2027 to 31 December 2037 |
| Number of Stock Acquisition Rights | Total issued: 6,456 subscription rights to shares. Outstanding unexercised rights: Not disclosed |
| Reason for acquisition without consideration | The Company may acquire all of the subscription rights to shares without consideration if a resolution approving a corporate reorganization or similar transaction is adopted, if the rights become impossible to exercise, or if a holder of the subscription rights to shares ceases to hold a position as a director, Audit & Supervisory Board member, employee, adviser, outside collaborator or similar position at the Company or one of its subsidiaries. |
| Categories and Number of Persons Covered | One director of the Company (Representative Director and CEO Kaneshima Hiroki (金島弘樹)), 6,456 subscription rights to shares |
| Total Stock-Based Compensation | Not applicable (the rights are paid subscriptions based on individual investment decisions, rather than compensation) |
| Procedures under the Corporate Code of Conduct | The Company obtained an opinion from an outside director who is an independent officer and Audit & Supervisory Committee member that the issuance would not disadvantage minority shareholders. The Representative Director and CEO, who is the intended allottee, did not participate in the Board of Directors' deliberations or resolution. |
Items this document does not state (11)
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 drive the improvement of corporate value over the medium to long term and achieve the targets of ¥30 billion and ¥40 billion in market capitalization and ¥500 million and ¥700 million in operating profit, by having the Representative Director and CEO bear the same share price fluctuation risk as shareholders and demonstrate commitment to management.