Kawasaki Heavy Industries (7012) has finalized pricing on a two-part overseas capital raise worth roughly ¥197.4bn, combining a new share offering with two tranches of Euro-yen convertible bonds, one of them labeled a "Transition CB." The money is earmarked for a specific industrial bet: robotic and physical-AI production lines, expanded aircraft and gas-turbine capacity, and a liquefied-hydrogen supply chain the company wants running commercially by the early 2030s.
The overseas share offering prices 37,350,000 new shares at ¥2,609.0 each, a 3.01% discount to the ¥2,690.0 reference price set on July 14, 2026. That raises ¥97.4bn in gross terms; after the underwriters' payment amount of ¥2,501.40 a share, Kawasaki collects ¥93.4bn, split evenly into new capital and capital reserve of ¥46.7bn apiece. Shares settle on July 22, with delivery a day later, lifting the outstanding share count from 839,609,000 to 876,959,000.
Alongside the equity, Kawasaki is selling ¥100bn of convertible bonds in two ¥50bn tranches. The 2031 bond converts at ¥3,913, a 49.98% premium to the offer price. The 2033 Transition CB converts at ¥3,783, a 45.00% premium. Both bonds price and allot on July 31, 2026 (London time) and become exercisable from August 14, 2026, redeeming at par on July 31, 2031 and July 29, 2033 respectively. If every bond converted at its initial price, the potential dilution would come to 2.97% of shares outstanding.
| Term | Share offering | 2031 convertible bond | 2033 Transition CB |
|---|---|---|---|
| Amount | ¥97.4bn gross (¥93.4bn net) | ¥50bn | ¥50bn |
| Price / conversion price | ¥2,609.0 per share | ¥3,913 | ¥3,783 |
| Premium or discount | 3.01% discount to reference price | 49.98% premium | 45.00% premium |
| Payment / allotment date | July 22, 2026 | July 31, 2026 | July 31, 2026 |
| Maturity / redemption | n/a (equity) | July 31, 2031 | July 29, 2033 |
Where the money goes matters more than the mechanics. Net proceeds from the share sale, about ¥92.4bn, are earmarked through March 2029 for production-line investment built around robotics and physical AI: expanded output at the Gifu, Nagoya, Nishi-Kobe and Akashi aircraft and engine plants, added gas-turbine capacity at Akashi, semiconductor-manufacturing robot output at the Nishi-Kobe robotics plant, and hydrogen-carrier and LPG/ammonia-carrier construction capacity at the Sakaide shipyard, with any leftover cash going to working capital.
The bond proceeds, about ¥101.0bn, are aimed at a longer horizon: building a liquefied-hydrogen supply chain and rolling out physical AI by March 2031. Of the 2031 bond's take, roughly ¥20bn funds investment in subsidiary Japan Hydrogen Energy for a hydrogen commercialization demonstration project and other carbon-neutral spending, while about ¥30.5bn goes to physical-AI research, alliance investment, and debt or bond repayment. The 2033 Transition CB is narrower: about ¥50.5bn goes entirely to Japan Hydrogen Energy for the same hydrogen supply-chain demonstration work.
The filing does not offer these securities inside Japan and makes no US registration; it also makes no claim about how the shares will trade once issued. What it shows is a company willing to accept conversion premiums near 50% and a discount on fresh equity to lock in financing running to 2033 for hydrogen shipping and factory automation before either business earns much revenue. The next concrete date is July 31, 2026, when the bonds are allotted and paid in; bondholders cannot exercise conversion rights until August 14, 2026 at the earliest.