Quantum Solutions Co.,Ltd. (TSE: 2338), listed on the Tokyo Stock Exchange's Standard Market, has a new large shareholder whose stake arrived through a company-arranged share deal, not open-market buying. A correction report filed with the Kanto Local Finance Bureau on September 1, 2026 fixes the record on how the position was built.
Hong Kong-registered Blackwell Cloud Co., Limited had originally told regulators that its August 24, 2026 acquisitions of 4,046,000 Quantum Solutions common shares (7.04% of the company) at ¥120 each, and 8,214,000 subscription rights for new shares (14.29%) at ¥0.99 each, were on-market purchases. The correction reclassifies both transactions as off-market acquisitions carried out through a third-party allotment: Quantum Solutions issued the shares and rights directly to Blackwell Cloud, rather than the investor buying them from existing holders.
| Instrument | Quantity | Ratio | Price | Reclassification |
|---|---|---|---|---|
| Common shares | 4,046,000 | 7.04% | ¥120 | On-market to off-market (third-party allotment) |
| Subscription rights | 8,214,000 | 14.29% | ¥0.99 | On-market to off-market (third-party allotment) |
The correction was filed under Article 27-25, paragraph 3 of Japan's Financial Instruments and Exchange Act, the provision covering amendments to large shareholding reports. It corrects a report whose underlying obligation arose on August 24, 2026, the same date as the reclassified transactions.
The distinction matters for anyone tracking who controls the company. A third-party allotment is a capital raise the issuer negotiates directly with a chosen buyer, not a position quietly built through market orders. The ¥0.99 price attached to the subscription rights, a fraction of a yen per warrant, fits an instrument handed to a designated recipient as part of a financing arrangement, rather than one bought at open-market value.
The correction only changes the venue classification, on-market to off-market. It leaves the number of shares and rights, and the prices paid, unchanged. It does not explain why Quantum Solutions placed shares and warrants with a single Hong Kong investor, what conditions attach to the allotment, or how the original report came to describe a directed issuance as ordinary market buying. Those answers, if they exist, sit in documents outside this filing.