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| January 14, 2004 - Announcement of determination of terms of issue, etc. of Zero Coupon Convertible Bonds due 2006 |
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January 14, 2004
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Announcement of determination of terms of
issue, etc. of Zero Coupon Convertible Bonds due 2006
Kobe Steel, Ltd. (the "Company") hereby announces the
determination of terms of issue, etc. of its Zero Coupon Convertible Bonds
due 2006 (bonds with stock acquisition rights, shinkabu yoyakuken-tsuki
shasai (hereinafter referred to as the "Bonds with Stock Acquisition
Rights", of which the bonds and stock acquisition rights are hereinafter
referred to as the "Bonds" and the "Stock Acquisition Rights",
respectively)), as resolved by the meeting of its Board of Directors on
14th January, 2004, as described below.
Description
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1. Matters concerning the Stock Acquisition
Rights |
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(1) The amount to be paid upon exercise of the Stock
Acquisition Rights |
Equal to the issue
price of the Bonds |
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The amount per share (Conversion Price*)
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¥218
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(Reference)
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Share price, etc. on
Pricing Date (14th January, 2004) |
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a. Share price (closing
price) on the Tokyo Stock Exchange |
¥136
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b. Premium
<{(Conversion Price*/
(Share price (closing
price))- 1} x 100> |
60.3% |
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(2) Amount to be accounted for as the stated
capital |
¥109
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(3) Issue price of the Stock Acquisition Rights
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Zero
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* The amount to be paid per share upon exercise of the
Stock Acquisition Rights is called the "Conversion Price".
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2. Matters concerning the Bonds
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(1) Issue price of the Bonds:
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101% of the principal
amount of the Bonds |
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(2) Offer price of the Bonds (Offer Price):
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103.5% of the
principal amount of the Bonds |
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(3) Aggregate issue price: |
¥30.3billion (Aggregate principal amount of the Bonds: \30.0
billion) plus the aggregate principal amount of the Bonds in respect
of any replacement bond certificates which may be issued upon receipt
of appropriate evidence and indemnity for lost, stolen or destroyed
Bond Certificates.
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(Reference)
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(1) Date of resolution of issuance:
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14th January, 2004 |
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(2) Subscription period: |
Not applicable |
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(3) Date of issuance (Payment date):
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2nd February, 2004 (London time)
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(4) Requesting period for
the exercise of Stock Acquisition Right: |
From 16th February, 2004 to 7th July, 2006 (at the
place where the Stock Acquisition Right is to be exercised), or (i)
if the relevant Bond shall be redeemed at the option of the Company,
then up to the close of business on the third business day in Tokyo
prior to the date fixed for redemption thereof, or (ii) if such Bond
shall have been cancelled by the Company or delivered by a
Subsidiary to the Company for cancellation, then up to the time when
such Bond is so cancelled or delivered, or (iii) if such Bond shall
become due and repayable, then up to the time when such Bond becomes
so due and repayable. In no event shall the Stock Acquisition
Right be exercised after 7th July, 2006 (at the place where the
Stock Acquisition Right is to be exercised).
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(5) Maturity date: |
28th July, 2006
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Note: This press release is intended as general
information regarding the issuance of the bonds with stock acquisition
rights and shall not be considered an offering of investment. This press
release shall not be construed as an offering of securities in any region
including the United States. Securities may not be offered or sold in the
United States unless registered or exempted from registration under the
Securities Act of 1933 of the United States. In the event of an offering
of securities in the United States, a prospectus in English prepared in
accordance with the Securities Act of 1933 will be used. This transaction
does not involve any public offering of securities in the United
States. |
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