Notice Regarding a Stock Split and an Amendment of the Articles of Incorporation
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SEPTENI hereby provides notice that on August 2 the Company resolved to conduct a stock split and makean amendment to the Articles of Incorporation under Article 370 of the Companies Act and Article 28 of the Articles of Incorporation (a resolution in writing in place of a Board meeting resolution). Details are as follows.
1. Purpose of the stock split
The purpose of the stock split is to make investment easier by significantly reducing the value of the Company's investment unit, thereby expanding the investor base and increasing the liquidity of its shares.
2. Overview of the stock split
(1) Method of the stock split
The record date of the stock split is Friday, September 30, 2016. Five shares will be distributed to each common share held by the shareholders stated or recorded on the final shareholder registry of the record date.
(2) Increase in the number of shares through the stock split
The number of shares will increase by the final number of issued shares on September 30, 2016 multiplied by four.
The following numbers are calculated using the number of issued shares as of July 31, 2016:
(i) Number of issued shares before the stock split: 27,728,300
(ii) Increase in the number of issued shares through the stock split: 110,913,200
(iii) Number of issued shares after the stock split: 138,641,500
(iv) Number of authorized shares after the stock split: 370,080,000
(Note) The numbers specified from (i) to (iii) may increase by the record date of the stock split due to the exercise of stock acquisition rights or other reasons.
(3) Schedule of the stock split
(i) Date of official announcement of record date: Wednesday, September 14, 2016
(ii) Record date: Friday, September 30, 2016
(iii) Effective date: Saturday, October 1, 2016
3. Amendment of the Articles of Incorporation
(1) Reason for the amendment
In association with the previously described stock split, the Company will change the number of authorized shares, which is specified in Article 6 of the Articles of Incorporation, on Saturday, October 1, 2016 by resolution of the Board of Directors under Article 184, Paragraph 2 of the Companies Act.
(2) Amendment
4. Other
(1) The effective date of the stock split is October 1, 2016, and the year-end dividends for the fiscal year ending September 30, 2016 will be distributed based on the number of shares before the stock split. For a specific dividend forecast, please refer to the SEPTENI HOLDINGS Announces FY9/16 Consolidated Earnings and Dividend Payment Estimates, which was released on August 2, 2016.
(2) When the stock split goes into effect, the minimum annual dividend per share in the Company's dividend policy will change from 5 yen to 2 yen. Accordingly, the minimum amount of annual dividends will effectively become twice as much as before the stock split (The new minimum annual dividend per share will apply from the fiscal year ending September 30, 2017.)
(3) The exercise price per share of the stock acquisition right issued by the Company will not be adjusted in association with the stock split.
SEPTENI hereby provides notice that on August 2 the Company resolved to conduct a stock split and makean amendment to the Articles of Incorporation under Article 370 of the Companies Act and Article 28 of the Articles of Incorporation (a resolution in writing in place of a Board meeting resolution). Details are as follows.
1. Purpose of the stock split
The purpose of the stock split is to make investment easier by significantly reducing the value of the Company's investment unit, thereby expanding the investor base and increasing the liquidity of its shares.
2. Overview of the stock split
(1) Method of the stock split
The record date of the stock split is Friday, September 30, 2016. Five shares will be distributed to each common share held by the shareholders stated or recorded on the final shareholder registry of the record date.
(2) Increase in the number of shares through the stock split
The number of shares will increase by the final number of issued shares on September 30, 2016 multiplied by four.
The following numbers are calculated using the number of issued shares as of July 31, 2016:
(i) Number of issued shares before the stock split: 27,728,300
(ii) Increase in the number of issued shares through the stock split: 110,913,200
(iii) Number of issued shares after the stock split: 138,641,500
(iv) Number of authorized shares after the stock split: 370,080,000
(Note) The numbers specified from (i) to (iii) may increase by the record date of the stock split due to the exercise of stock acquisition rights or other reasons.
(3) Schedule of the stock split
(i) Date of official announcement of record date: Wednesday, September 14, 2016
(ii) Record date: Friday, September 30, 2016
(iii) Effective date: Saturday, October 1, 2016
3. Amendment of the Articles of Incorporation
(1) Reason for the amendment
In association with the previously described stock split, the Company will change the number of authorized shares, which is specified in Article 6 of the Articles of Incorporation, on Saturday, October 1, 2016 by resolution of the Board of Directors under Article 184, Paragraph 2 of the Companies Act.
(2) Amendment
4. Other
(1) The effective date of the stock split is October 1, 2016, and the year-end dividends for the fiscal year ending September 30, 2016 will be distributed based on the number of shares before the stock split. For a specific dividend forecast, please refer to the SEPTENI HOLDINGS Announces FY9/16 Consolidated Earnings and Dividend Payment Estimates, which was released on August 2, 2016.
(2) When the stock split goes into effect, the minimum annual dividend per share in the Company's dividend policy will change from 5 yen to 2 yen. Accordingly, the minimum amount of annual dividends will effectively become twice as much as before the stock split (The new minimum annual dividend per share will apply from the fiscal year ending September 30, 2017.)
(3) The exercise price per share of the stock acquisition right issued by the Company will not be adjusted in association with the stock split.