For Immediate Release
September 4, 2026
Company name: Sumitomo Forestry Co., Ltd. Name of representative: Toshiro Mitsuyoshi, President and
Representative Director (Securities code: 1911; Prime
Market of Tokyo Stock Exchange)
Inquiries: Takashi Mizuno, General Manager, Corporate Communications Department,
Corporate Division (TEL: +81-3-3214-2270)
Notice on Determination of Issuance Conditions of Publicly Offered Hybrid Bonds (Subordinated Bonds)Sumitomo Forestry Co., Ltd. (the "Company") announces that today it has determined the issuance conditions of publicly offered hybrid bonds (subordinated bonds) (the "Bonds") (Note 1) announced in its "Notice on Issuance of Publicly Offered Hybrid Bonds (Subordinated Bonds)" dated August 7, 2026, as described below.
1. Name of the Bonds | Sumitomo Forestry Co., | Sumitomo Forestry Co., | Sumitomo Forestry Co., |
Ltd. | Ltd. | Ltd. | |
1st Series Unsecured | 2nd Series Unsecured | 3rd Series Unsecured | |
Bonds with Optional | Bonds with Optional | Bonds with Optional | |
Interest Payment Deferral | Interest Payment Deferral | Interest Payment Deferral | |
and Early Redemption | and Early Redemption | and Early Redemption | |
Provisions (with a | Provisions (with a | Provisions (with a | |
Subordination Provision) | Subordination Provision) | Subordination Provision) | |
2. Total Amount of the Bonds | JPY 130 billion | JPY 63.5 billion | JPY 50 billion |
3. Denomination of Each Bond | JPY 100 million | ||
4. Initial Interest Rate | 3.310% (Note 2) | 3.824% (Note 3) | 4.343% (Note 4) |
5. Amount to be Paid in | JPY 100 per JPY 100 of each Bond | ||
6. Payment Date | September 10, 2026 | ||
7. Maturity Date | September 10, 2061 | September 10, 2063 | September 10, 2066 |
8. Early Redemption (Note 5) | The Company may, at its option, redeem the Bonds on any interest payment date on or after September 10, 2031, or upon the occurrence and continuation of a Tax Event or an Equity Credit Change Event on or after the payment date. | The Company may, at its option, redeem the Bonds on any interest payment date on or after September 10, 2033, or upon the occurrence and continuation of a Tax Event or an Equity Credit Change Event on or after the payment date. | The Company may, at its option, redeem the Bonds on any interest payment date on or after September 10, 2036, or upon the occurrence and continuation of a Tax Event or an Equity Credit Change Event on or after the payment date. |
9. Method of Offering | Public offering in Japan (primarily to institutional investors) |
10. Collateral and Guarantees | The Bonds are not subject to any collateral or guarantees and no assets have been specifically reserved for the Bonds. |
11. Financial Covenants | The Bonds are not subject to any financial covenants. |
12. Priority | In liquidation proceedings, bankruptcy proceedings, corporate reorganization proceedings, civil rehabilitation proceedings and any similar proceedings under laws other than Japanese law, the Bonds will be subordinated to the Company's general obligations (excluding parity subordinated obligations) and will rank substantially pari passu with the most preferred shares and senior to the common shares of the Company. |
13. Interest Payment Date | March 10 and September 10 of each year |
14. Optional Deferral of Interest Payment | The Company may, at its discretion, defer all or part of the interest payments on the Bonds on any interest payment date. |
15. Bond Rating | A- (Rating and Investment Information, Inc.), A (Japan Credit Rating Agency, Ltd.) |
16. Equity Credit | Evaluated as having equity credit by Rating and Investment Information, Inc. and Japan Credit Rating Agency, Ltd., each for an amount equivalent to 50% of the total funds raised. |
17. Underwriters | Daiwa Securities Co. Ltd., SMBC Nikko Securities Inc., Nomura Securities Co., Ltd. and Mizuho Securities Co., Ltd. |
18. Book-Entry Transfer Institution | Japan Securities Depository Center, Incorporated |
19. Fiscal Agent | Sumitomo Mitsui Trust Bank, Limited |
20. Use of Proceeds | The entire amount is scheduled to be used by the end of September 2026 as part of the repayment of short-term loans procured in connection with making Tri Pointe Homes, Inc. a wholly-owned subsidiary. |
(Note 1) The Bonds are debt and will not cause a dilution of the existing shares.
(Note 2) Fixed interest rate from the day after September 10, 2026 to September 10, 2031; floating interest rate from the day after September 10, 2031 (interest rate shall step up on the day after September 10, 2036 and the day after September 10, 2051).
(Note 3) Fixed interest rate from the day after September 10, 2026 to September 10, 2033; floating interest rate from the day after September 10, 2033 (interest rate shall step up on the day after September 10, 2036 and the day after September 10, 2053).
(Note 4) Fixed interest rate from the day after September 10, 2026 to September 10, 2036; floating interest rate from the day after September 10, 2036 (interest rate shall step up on the day after September 10, 2036 and the day after September 10, 2056).
(Note 5) The Company intends to refinance the Bonds by common shares or any securities or debts to which Rating Agencies are to assign an equity credit equal or greater than that of the Bonds (the "Refinancing Securities"), upon redemption or acquisition of the Bonds prior to the maturity dates (the "Early Redemption, etc."), during the 12-month period prior to the Early Redemption, etc. However, if the Company intends to make the Early Redemption, etc. on or after the initial optional redemption dates of the Bonds, the Company may refrain from such refinancing through the Refinancing Securities under certain conditions, such as accumulation of equity capital to build a sufficient financial base and accumulation of sufficient capital compared to the time of the issuance of the Bonds.
(End of the release)
Note:
This press release has been prepared for the sole purpose of publicly announcing the Company's Issuance of Publicly Offered Hybrid Bonds (Subordinated Bonds), and not for the purpose of soliciting investment or engaging in any other similar activities in Japan or any foreign country.
Furthermore, this press release does not constitute an offer of securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933, and may not be offered or sold in the United States absent registration thereunder or an applicable exemption from registration requirements. In this case, no offering of securities will be made in the United States.