Print（PDF/156KB） Mar. 02, 2026 Finances
Announcement of Filing of Shelf Registration Statement for Issuance of New Shares
Sumitomo Pharma Co., Ltd. (Head Office: Osaka, Japan; Representative Director, President and CEO: Toru Kimura; Securities Code: 4506, Prime Market of TSE; the “Company”) announced today that its Board of Directors resolved at a meeting held on March 2, 2026, to file a shelf registration statement in Japan for the issuance of new shares.
The Company has filed the shelf registration statement regarding the issuance of new shares with the Kanto Local Finance Bureau as of today, March 2, 2026. The details regarding the timing, terms, total amount of issuance, use of proceeds and other matters with respect to the issuance of new shares on the relevant shelf registration statement are to be determined.
The intention of the filing of the shelf registration statement is to enable the Company to flexibly raise capital in order to strengthen its financial foundation, secure funds necessary for growth investments, and further enhance corporate value, in line with the initiatives set forth in Boost 2028.
There will be no change in the Company’s status as a consolidated subsidiary of Sumitomo Chemical Co., Ltd. (“Sumitomo Chemical”), although the Company does not expect to designate Sumitomo Chemical as a purchaser of the newly issued shares from this public offering (“Public Offering”), and the execution of the Public Offering is expected to decrease Sumitomo Chemical’s voting rights ratio in the Company.
| 1. Class of Securities to be Offered | Common stock of the Company |
|---|---|
| 2. Scheduled Period of Issuance | From the scheduled effective date of the shelf registration to the date that is one year from such scheduled effective date (from March 10, 2026 through March 9, 2027). |
| 3. Scheduled Amount of Issuance | A maximum amount of 140 billion yen. |
| 4. Method of Offering | To be determined. |
| 5. Use of Proceeds | To be applied to R&D expenses, capital expenditures, investments and loans, working capital and repayment of interest-bearing debt. |
- (Note)The number of shares of common stock of the Company to be offered shall be determined separately by a resolution of the Board of Directors, up to a maximum of 60,000,000 shares.
- Note: This press release is a general release regarding the filing of a shelf registration statement in Japan for the issuance of new shares of common stock of the Company, and is not prepared for the purpose of investment solicitation or the like in Japan or elsewhere. This press release does not constitute an offer to sell or solicitation of any offer to buy securities in the United States. The shares of common stock of the Company have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”). The shares of common stock of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. No public offering of the shares of common stock of the Company will take place in the United States. Furthermore, the forecasts, projections, expectations, and other forward-looking statements contained in this document are based on information currently available to the Company and certain assumptions or premises. Actual results may differ materially from the projections stated herein due to various known or unknown risks, including economic conditions, that may affect the Company's performance.
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