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Notice Regarding The Allotment of Stock Options
(Stock Acquisition Rights)
Date: 07/22/2002
DENSO Corporation (the "Company ") hereby makes the following announcement.
At the meeting of the board of directors held on July 22, 2002, the board of directors determined the details of stock acquisition rights to be issued as stock options (the " Stock Acquisition Right(s)") pursuant to Article 280-20 and 280-21 of the Commercial Code and the resolution at the 79th Annual General Meeting of Shareholders on June 27, 2002.
The amount to be paid upon exercise of Stock Acquisition Rights and other items to be determined shall be decided on August 1, 2002 (Issue Date of Stock Acquisition Rights).
| 1. |
Issue Date of Stock Acquisition Rights: |
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August 1, 2002 |
| 2. |
Aggregate Number of Stock Acquisition Rights to be Issued: |
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8,540 Stock Acquisition Rights (The number of shares per a Stock Acquisition Right shall be 100 shares) |
| 3. |
Issue Price of Stock Acquisition Rights: |
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The Stock Acquisition Rights shall be issued without receipt of consideration. |
| 4. |
Type / Number of Shares under Stock Acquisition Rights: |
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854,000 shares of common stock of the Company |
| 5. |
The Amount to be Paid upon Exercise of Stock Acquisition Rights: |
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To Be Determined on August 1, 2002 |
| 6. |
Total paid- in value of the shares of the common stock of the Company to be issued upon exercise of the Stock Acquisition Rights: |
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To Be Determined on August 1, 2002 |
| 7. |
Exercise Period of Stock Acquisition Rights: |
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From July 1, 2004 to June 30, 2008 |
| 8. |
Conditions of Exercise of Stock Acquisition Rights: |
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| (i) |
In each case below, the holder of the Stock Acquisition Rights shall return his/her Stock Acquisition Rights to the Company without receipt of consideration for the following reasons: |
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- Six months following his/her retirement as a director or general manager of the Company |
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- In the event of his/her death |
(ii) |
The Agreement Concerning Allotment of the Stock Acquisition Rights agreed between the Company and a director/ an employee of the Company shall provide for other terms and conditions, based upon the resolution at the Annual General Meeting of Shareholders and the resolution of the board of directors of the Company. |
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| 9. |
Non-Capitalization of the Exercise Price: |
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The Exercise Price shall be credited to capital stock account and non-capital stock account. The portion of the Exercise Price credited to non-capital account shall be determined by multiplying the Exercise Price by 50 percent (any fraction less than one yen resulting from such adjustment will be rounded down to the nearest yen). |
| 10. |
Restriction of Assignment of Stock Acquisition Rights: |
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Approval of the board of directors of the Company shall be required for assignment of
the Stock Acquisition Rights.
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| 11. |
Individuals who will be allotment Stock Acquisition Rights: |
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| Directors |
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32 persons |
| General Managers |
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282 persons |
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| [Reference] |
| (1) |
Date of resolution of the board of directors that decided the proposal at the 79th Annual General Meeting of Shareholders: May 10, 2002 |
| (2) |
Date of resolution of the 79th Annual General Meeting of Shareholders: June 27, 2002 |
DENSO Corporation, headquartered in Kariya, Aichi prefecture, Japan, is a leading global supplier of advanced technology, systems and components. Worldwide, the company employs 87,000 employees in 30 countries and regions, including Japan. Consolidated global sales for the year ended March 31, 2002 totaled US$18.1 billion.
IMPORTANT NOTICE:
DENSO Corporation posted the press release on this Website, aiming to facilitate timely disclosure of information to its customers, stockholders, investors etc.
If you view the information, you may be deemed to be the "First Recipient of Insider Information" within the meaning of the Japanese Securities and Exchange Law and regurations ("Laws"). Then, you will be prohibited from trading the Company's issued securities including stocks and convertible bonds until 4:00 a.m., July 23, 2002 (Japan Time) which is twelve hours after the information is disclosed to media. Any person who violates such prohibition is subject to punishment under the Laws.
Contact:
Sadayoshi Yokoyama
+81 566-25-5594
sadayoshi_yokoyama@denso.co.jp
Goro Kanemasu
+81 566-25-5594
goro_kanemasu@denso.co.jp
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