3966 M-ユーザベース 2020-07-09 22:10:00
Announcement of Determination of Issue Price, Etc [pdf]

                                                                                                                   July 9, 2020


                                                                              Company Name: Uzabase, Inc.
                                                                              Names of Representatives:
                                                                              Yusuke Umeda,
                                                                              Representative Director
                                                                              and Chief Executive Officer
                                                                              Yusuke Inagaki,
                                                                              Representative Director
                                                                              and Chief Operating Officer
                                                                              Code: TSE Mothers 3966
                                                                              Contact: Daisuke Chiba,
                                                                              Chief Financial Officer
                                                                              (Telephone [IR Direct]: +81-3-4533-1999)


                               Announcement of Determination of Issue Price, Etc.

   Uzabase, Inc. (the “Company”) hereby announces that it determined the issue price, etc. regarding the issue
of new shares in an international offering (the “Share Offering”) decided by Yusuke Umeda, Representative
Director and Chief Executive Officer of the Company, pursuant to a delegation of authority by the Board of
Directors resolved on July 9, 2020.


 (1)    Issue Price (Offer Price) (Note)                                                                     ¥1,991 per share
 (2)    Aggregate Amount of Issue Price                                                                       ¥5,357,781,000
 (3)    Amount to be Paid (Note)                                                                         ¥1,892.54 per share
 (4)    Total Amount to be Paid                                                                               ¥5,092,825,140
 (5)    Increases in the Amounts of Capital              Amount of Capital Stock to be Increased              ¥2,546,412,570
      Stock and Capital Reserve            Amount of Capital Reserve to be Increased ¥2,546,412,570
(Note) The Underwriter purchases and underwrites the shares and conducts the Share Offering at the issue
       price (offer price).

(For Reference)
1. Calculation of Issue Price (Offer Price)
 (1)   Calculation Reference Date and Price                                      July 9, 2020                           ¥2,188
 (2)   Discount Rate                                                                                                     9.00%


2. Use of Proceeds
   The net proceeds of approximately ¥4,972 million from the Share Offering are expected to be applied as
follows:



 Note: This press release has been prepared for the sole purpose of publicly announcing the issuance of the new shares, and
 not for the purpose of soliciting investment. No offer or sale of the new shares will be made in Japan. In addition, this press
 release is not an offer of common stock for sale in the United States and nothing in this communication shall constitute an
 offer to sell or the solicitation of an offer to buy securities in any jurisdiction in which such offer or sale would be unlawful.
 The securities may not be offered or sold in the United States absent registration or an exemption from registration under the
 United States Securities Act of 1933, as amended (the “Securities Act”). The securities referred to herein have not been, and
 will not be registered under the Securities Act. If any public offering of securities is to be made in the United States, it will
 be by means of a prospectus prepared pursuant to the provisions of the Securities Act. The Company does not intend to
 conduct a public offering of the new shares in the United States.
    •      approximately ¥2,350 million towards the development and operation of the expert network service
           for SPEEDA, including spending on sales and marketing for overseas expansion and enhanced
           customer success;
    •      approximately ¥650 million towards product development and marketing for NewsPicks; and
    •      the remainder towards repayment of outstanding loans raised for financing M&As, with a view to
           strengthening the Company’s financial standing and stabilizing its financial base.




Note: This press release has been prepared for the sole purpose of publicly announcing the issuance of the new shares, and
not for the purpose of soliciting investment. No offer or sale of the new shares will be made in Japan. In addition, this press
release is not an offer of common stock for sale in the United States and nothing in this communication shall constitute an
offer to sell or the solicitation of an offer to buy securities in any jurisdiction in which such offer or sale would be unlawful.
The securities may not be offered or sold in the United States absent registration or an exemption from registration under the
United States Securities Act of 1933, as amended (the “Securities Act”). The securities referred to herein have not been, and
will not be registered under the Securities Act. If any public offering of securities is to be made in the United States, it will
be by means of a prospectus prepared pursuant to the provisions of the Securities Act. The Company does not intend to
conduct a public offering of the new shares in the United States.