Nagano Keiki announces share buyback, cancellation, and secondary offering

Nagano Keiki will acquire up to 600,000 common shares, representing 3.1% of its outstanding shares (excluding treasury shares), for a maximum of 1,200,000,000 yen. This buyback aims to enhance shareholder returns and capital efficiency, with all acquired shares to be cancelled. The acquisition period will run from the business day following the delivery date of the secondary offering until January 30, 2026. The specific start date depends on the offering's pricing decision, expected between September 3 and September 5, 2025.

Concurrently, Nagano Keiki will offer 1,708,700 common shares, with selling shareholders including Air Water Inc., Mizuho Lease Company, Ltd., and Mizuho Bank, Ltd. This offering seeks to improve the company's market perception, diversify its investor base, and enhance market liquidity. Additionally, an over-allotment of up to 256,300 shares may be offered by Mizuho Securities Co., Ltd., borrowing shares from a Nagano Keiki shareholder.

The pricing of the secondary offering will be determined between September 3 and September 5, 2025, based on a range of 0.90 to 1.00 times the closing price of the company's common stock on the Tokyo Stock Exchange. Mizuho Securities Co., Ltd. will underwrite all offered shares. Following the offering, a lock-up period will apply to Mizuho Bank, Ltd. and Nagano Keiki, restricting sales or issuance of common shares for 180 days from the delivery date.