Asterisk Inc. is trying to raise about ¥2.18bn with a warrant structure that only pays out if investors actually exercise, a distinction that matters as much as the headline number. The company plans to allot two series of share acquisition rights to EVO FUND, with 1.15mn underlying shares in total and initial exercise prices set at ¥1,800 and ¥2,000.
If all rights are exercised at those initial prices, Asterisk says net proceeds would be about ¥2.18bn after expenses. But the company is explicit that the amount can rise or fall, or fail to materialise in full, depending on later exercise, any price revisions and market conditions.
How the TIP structure works
The two series each cover 575,000 shares, or 5,750 warrants with 100 shares attached to each warrant, and run from July 14, 2026 to July 13, 2029. Asterisk says full exercise would cap dilution at 14.31% of shares outstanding, or 14.32% on a voting-rights basis, using the April 14, 2026 share count as the denominator.
Under the target issue program, the initial strikes are meant to act as two target share prices rather than a continuously floating conversion price. There is no upper cap on the exercise price, and the floor is ¥509. From January 13, 2027 onward, the board may reset either series to 90% of the previous trading day’s close, rounded up to the next yen, but only with five trading days’ notice and only once every six months. Asterisk also says it cannot make that reset while undisclosed material facts exist or while a board-approved warrant repurchase is still pending.
Why Asterisk chose it
Management says it wants the money for two buckets: ¥500mn for linear-motor research and commercialisation, including work on the AsReader HAKOBU transport system, and ¥1.682bn for M&A and strategic investments in fields such as logistics automation, RFID, IoT, AI, image recognition and system development.
Asterisk says it chose the TIP structure over alternatives such as a public share offering, shareholder allotment or a straight third-party share issue because it saw more flexibility and less immediate dilution pressure. The company can also repurchase outstanding warrants at the paid-in amount after one month from payment if funding needs fade or capital policy changes, which is the brake pedal in a structure otherwise built to raise money in stages.
The catch for investors
The catch is that exercise is ultimately up to EVO FUND, not Asterisk. The company says the fund’s investment style is short-term, and it warns that shares acquired on exercise may be sold into the market. It also notes that if the stock stays below the initial strike prices, or even below the ¥509 floor after any reset, the planned funding could fall short.