V cube : Notice Concerning Completion of Payment for the Issuance of New Shares and the 19th Series of Stock Acquisition Rights Through Third-Party Allotment

March 22, 2024

Company name: V-cube, Inc.

Chairman & Group CEO: Naoaki Mashita

Tokyo Stock Exchange, Prime Market (stock code: 3681)

Contact: Director & CFO, Corporate Planning Division General Manager

Kazuki Yamamoto (TEL. [phone])

Notice Concerning Completion of Payment for the Issuance of New Shares and the 19th Series of Stock Acquisition Rights Through Third-Party Allotment

V-cube, Inc. hereby announces that it has confirmed that the payment procedures for the issuance of common stock of the Company (the "Shares") and the 19th series of stock acquisition rights (the "SARs") through the third-party allotment (the "Third-Party Allotment"), which were resolved at the Board of Directors meeting held on March 6, 2024, were completed today. The allottee of the Third-Party Allotment is Long Corridor Alpha Opportunities Master Fund ("LCAO"), an Exempted Company in Cayman with Limited Liability incorporated in the British Cayman Islands, which is managed under a discretionary contract by Long Corridor Asset Management Limited (Hong Kong SFC registration number: BMW115) ("LCAM"), and MAP246 Segregated Portfolio (MAP246), a segregated portfolio of LMA SPC, a Segregated Portfolio Company incorporated in the British Cayman Islands. LCAO and MAP246, individually or collectively, are hereinafter referred to as the "Allottees".

For details regarding this third-party allotment, please refer to the "Notice Concerning Issuing of Shares and Stock Acquisition Rights to Be Issued Through Third Party Allotment" announced on March 6, 2024.

1. Outline of the issuance of the Shares

(1)	Due date of payment	March 22, 2024
(2)	Number of new shares to	1,200,000 ordinary shares
be issued
(3)	Amount to be paid in per	280.8 yen per share
share
(4)	Amount of funds to be	336,960,000 yen
raised
	Amount of capital and	Capital	168,480,000 yen (140.4 yen per share)
(5)	capital reserve to be
Capital reserve 168,480,000 yen (140.4 yen per share)
	increased
	Method of offering or	Third-Party Allotment
(6)	LCAO	960,000 shares
allotment (the Allottees)
	MAP246	240,000 shares
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2. Changes in the number of shares issued and the amount of capital stock as a result of the Share Issue

			Total number of shares issued	Capital stock
Before the Issuance of the
Shares		24,737,400 shares	92,190,000 yen
(As of December 31, 2023)
Increase due to this issuance of		1,200,000 shares	168,480,000 yen
new shares
After the Issuance of the Shares		25,937,400 shares	260,670,000 yen
3. Outline of the issuance of the Stock Acquisition Rights
(1)	Date of allotment		March 22, 2024
(2)	Total number of stock		48,000 (100 shares per the SARs)
acquisition rights
(3)	Issue price		Total amount of 10,512,000 yen (219 yen per the SARs)
(4)	Number of potential shares		4,800,000 shares (100 shares per the SARs)
	resulting from the issuance
				Total amount of 1,657,872,000yen
	Amount of funds to be		(Estimated net proceeds 1,610,024,320 yen) (Note)
(5)		(Breakdown)
raised
		Amount raised by the issue of SARs: 10,512,000 yen
				Amount raised by the exercise of the SARs: 1,647,360,000 yen
(6)	Exercise price		343.2 yen per share
	Method of offering or		Third-Party Allotment
(7)		LCAO	38,400 shares
allotment (the Allottees)
		MAP246	9,600 shares
				The Company has entered into the Stock Acquisition Rights
				Subscription Agreement (the "Subscription Agreement") with the
				Allottees after the notification under the Financial Instruments and
				Exchange Act became effect and has agreed to the following
				details.
				(i)	The Company may at any time suspend the exercise of all
(8)	Other matters			or part of the SARs (the "Exercise Suspension") and The
		Company may, at any time after the effective date of the
					Exercise Suspension, permit the Allottees to resume the
					exercise of all or part of the SARs.
				(ii)	The Company may, in certain cases, acquire the SARs by
					notifying or publicly notifying the Allottees.
				(iii)	The Allottees may not transfer the SARs without the
					Company's approval.

(Note) The amount to be raised by the exercise of the SARs is based on the assumption that all SARs are exercised at the initial exercise price. If the exercise price is amended or adjusted, the amount of funds raised will increase or decrease. The amount of funds to be raised will decrease if the SARs are not exercised within the exercise period or if the SARs acquired by the Company are cancelled.

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