Notice on the Payment Completion of the 19th Stock Acquisition Rights (with Exercise Price Adjustment Clause) Issued through Third-Party Allotment

Overview

This is an announcement regarding the payment completion for stock acquisition rights issued through a third-party allotment, with Cantor Fitzgerald Europe as the allottees. The number of issued stock acquisition rights is 23,590, and the potential number of shares is 2,359,000. The initial exercise price is 847.8 yen, with a floor price of 471.0 yen applied under an adjustment provision; the exercise price may be adjusted in accordance with the price on the reference date after the adjustment date. The exercise period is 2026/08/24–2029/08/23. The funds raised amount to approximately 1.999 billion yen. Provisions such as acquisition terms, lock-up, buyback, and priority negotiations are set forth.

Future Implications / Considerations

The structure includes market sale restrictions (lock-up) on the allottee, discretion over suspension/restart of exercise, conditions at the time of acquisition based on the set acquisition date, and regulatory filing requirements under the Financial Instruments and Exchange Act; as part of capital policy, financing methods are embedded. While there is potential dilution due to the exercise price adjustment clause, dilution impact depends on the lower bound application and the price on the adjustment reference date. Overall, this is a report on the completion of the issuance and payment of stock acquisition rights that involve fundraising characteristics.