TIER IV has started sounding out overseas institutional investors for a share sale, while leaving the core terms for later. The company said its board on June 9 approved solicitation for an overseas offering of common shares across markets centered on the US, Europe and Asia, with US sales limited to qualified institutional buyers under Rule 144A. After testing demand, it will decide whether to go ahead with a broader public offering and sale.
A domestic offering is planned at the same time, but the total number of shares and the split between domestic and overseas tranches are still undecided. TIER IV said those details are due to be set by the board around the planned listing approval date, expected sometime between June and December 2026, with the final allocation to be fixed on the pricing date, expected between July and December. The offer price, underwriting price and legal paid-in amount are all still listed as undecided.
The filing gives investors a rough fundraising envelope, not a finished deal: combined payment proceeds from the domestic and overseas offerings are estimated at 10 billion yen to 30 billion yen, with estimated net proceeds of 9.8 billion yen to 29.8 billion yen after about 200 million yen of issuance costs. TIER IV said the money is intended for autonomous-driving research and development, including AI and dedicated chips, mass-production and supply-chain buildout, and hiring. Morgan Stanley & Co. International plc and SMBC Bank International plc are named for the overseas tranche. One practical catch is easy to miss: if either the domestic or overseas leg is canceled, the other leg, the planned over-allotment sale and the related third-party allotment are also expected to be canceled.