Print(PDF/189KB) Apr. 20, 2026 Finances

Notice Regarding Determination of Issue Price, Selling Price and Other Matters

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 the issue price, the selling price and other matters have been determined as set forth below in connection with the issuance of new shares (the “Public Offering”) and the secondary offering of shares, which were resolved at the Board of Directors’ meeting held on April 8, 2026.

1. Issuance of New Shares by way of the Public Offering

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1) Class and Number of Shares
to be Offered
51,304,400 shares of common stock of the Company which are the sum of (i) and (ii) described below.
  • (i)21,804,400 new shares of common stock of the Company, issued for purchase by the Japanese Underwriters in the Japanese Public Offering.
  • (ii)29,500,000 new shares of common stock of the Company, issued for purchase by the International Underwriters in the International Offering.
2) Issue Price (Offer Price) 1,990 yen per share
3) Total Amount of the Issue Price 102,095,756,000 yen
4) Amount to be Paid In 1,907.08 yen per share
5) Total Amount to be Paid In 97,841,595,152 yen
6) Amount of Capital Stock
and Capital Surplus to be Increased
Amount of capital stock to be increased 48,920,797,576 yen
Amount of capital surplus to be increased 48,920,797,576 yen
7) Subscription Period
(in the Japanese Public Offering)
April 21, 2026 (Tue) to April 22, 2026 (Wed)
8) Payment Date April 24, 2026 (Fri)
9) Delivery Date April 27, 2026 (Mon)
Note: The underwriters shall purchase the shares at the amount to be paid in and offer them at the issue price (the offer price).

2. Secondary Offering of Shares (Offering by way of Over-allotment)

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1) Class and Number of Shares to be Offered 7,695,600 shares of common stock of the Company
2) Selling Price 1,990 yen per share
3) Total Amount of the Selling Price 15,314,244,000 yen
4) Subscription Period April 21, 2026 (Tue) to April 22, 2026 (Wed)
5) Delivery Date April 27, 2026 (Mon)

3. Issuance of New Shares by way of Third-party Allotment

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1) Class and Number
of Shares to be Offered
7,695,600 shares of common stock of the Company
2) Amount to be Paid In 1,907.08 yen per share
3) Total Amount to be Paid In (Maximum) 14,676,124,848 yen
4) Amount of Capital Stock
and Capital Surplus
to be Increased
Amount of capital stock to be increased (Maximum) 7,338,062,424 yen
Amount of capital surplus to be increased (Maximum) 7,338,062,424 yen
5) Subscription Date May 25, 2026 (Mon)
6) Payment Date May 26, 2026 (Tue)

Reference

1. Calculation of Issue Price (Offer Price) and Selling Price

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1) Calculation Reference Date
and Price
April 20, 2026 (Mon) 2,073 yen
2) Discount Rate 4.00 %
2. Syndicate Cover Transaction Period

From April 23, 2026 (Thu), through May 22, 2026 (Fri)

3. Use of Proceeds

The estimated net proceeds of up to 111,565,720,000 yen from the Public Offering are expected to be applied to:

  1. (1)The Company plans to use 30 billion yen by the end of March 2029 for R&D expenses in oncology area, primarily for the clinical trials of the two oncology compounds.
  2. (2)The Company plans to use 10 billion yen by the end of March 2029 for R&D expenses in neurodegenerative diseases and infectious diseases to strengthen R&D infrastructure and to expand its pipeline and portfolio.
  3. (3)The Company plans to use 10 billion yen by the end of March 2029 for R&D expenses and capital expenditures in the regenerative medicine/cell therapy business, through investments and loans to RACTHERA and S-RACMO.
  4. (4)The Company plans to use 10 billion yen by the end of March 2029 for the capital expenditures aimed at strengthening production and quality systems at its facilities and research laboratories, as well as IT system investments and strategic investments for alliances and licensing agreements primarily related to the development and sales of other companies’ products.
  5. (5)The Company plans to use the remaining funds by the end of March 2029 for the repayment of interest-bearing debt.

We will properly manage the proceeds in the Company’s bank deposit account until the proceeds are applied for each of the aforementioned purposes.

End.

  • Note:This press release is a general release regarding the issuance of new shares and the secondary offering of 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.

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