TOP CULTURE Co.,Ltd.
Notice Regarding Partially Converting Type A Preferred Stock into Common Stock, Cash Consideration for Partial Acquisition and Cancellation, and Changes in Major Shareholders (Plan)
Of the 15,000 Type A preferred shares, 3,000 will be converted into common stock, and 12,000 will be acquired for cash. After conversion and acquisition, all Type A preferred shares will be cancelled. The number of issued common shares will increase by 1,758,152 shares to approximately 17,972,552,000 shares in issued common stock. DaI is expected to become a new major shareholder. The financial impact is minor, but capital structure flexibility will improve.
Key Figures
- 転換株式数: 3,000株
- 増加普通株式数: 1,758,152株
- 発行済普通株式総数（予定）: 17,972,552株
- 取得対価総額: 1,230,707,040円
- 転換日・取得日: 2026年8月31日（予定）
AI要約
Overview of Capital Policy
This matter plans to partially convert Type A preferred stock into common stock, acquire the remainder for cash, and ultimately cancel all Type A preferred stock. The number of issued common shares will increase, balancing financial stability with improved capital efficiency, and facilitating dynamic growth investments and shareholder returns. As a change in major shareholders, DaI Co., Ltd. is expected to become a new major shareholder.
Impact and Schedule Going Forward
The conversion date and acquisition date are both scheduled for August 31, 2026. After conversion, the number of common shares will increase by about 1,758,152 shares, and the total issued common shares will be about 17,972,552 shares (planned). Cancelling Type A preferred stock will relieve preferred dividend burdens and transition to a financial structure that maintains equity while improving capital efficiency. The change in major shareholders involves DaI's shareholding, but the impact on current period profit or loss is expected to be minor.
Top Culture Co., Ltd.
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