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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Tdk Corp | NYSE:TDK | NYSE | Ordinary Share |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.00 | - |
1. |
Reasons for Delisting
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In June 1982, TDK listed its ADSs on the NYSE primarily to raise funds, bolster corporate
creditworthiness and the TDK brand, and broaden its investor base, as it globalized its business
operations and rapidly expanded overseas sales. Ever since, the Company has worked to expand its
operations in the U.S. and elsewhere around the world.
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However, TDK has now decided to delist its ADSs for two main reasons. First, TDK has now
achieved almost all the initial objectives of the U.S. ADS listing. Second, TDKs average daily
trading volume of shares represented by ADSs on the NYSE accounted for less than 5% of worldwide
trading in the 12 month period ending on March 31, 2009. Considering the limited trading volume
on the NYSE, TDK believes that the costs and expenses associated with maintaining a listing on
the NYSE, including costs associated with being an SEC reporting company, outweigh the benefits
of continuing such listing.
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2. |
Accounting Standards for Consolidated Financial Statements
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TDK will continue to prepare its consolidated financial statements using accounting standards
generally accepted in the U.S. (U.S. GAAP) in order to facilitate comparison and to protect
shareholder and investor interests.
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3. |
Outlook
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TDK plans to file for delisting of the ADSs from the NYSE on April 7, 2009 and complete the
delisting process by late April. Following the delisting, TDK intends to maintain its American
Depositary Receipt (ADR) program in the U.S. as a Level 1 ADR Program. TDK anticipates that
the ADSs will trade in the U.S. over-the-counter (OTC) market following delisting, however,
the company has not as of the date of this release arranged for
quotation of the ADSs in any quotation medium. TDK will not be registering or listing the ADSs
on any U.S. national securities exchange following delisting. TDKs common stock will remain
listed on the Tokyo Stock Exchange and the London Stock Exchange.
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4. |
Filing for Deregistration under U.S. Securities Laws
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Upon the delisting of the ADSs from the NYSE, TDK plans to file a Form 15F with the SEC to
deregister and terminate its reporting obligations under the Exchange Act. Such reporting
obligations, including TDKs obligation to file annual reports on Form 20-F and submit reports
on Form 6-K, will be immediately suspended upon filing the Form 15F, and deregistration under
the Exchange Act will be effective 90 days thereafter, unless the Securities and Exchange
Commission objects. However, TDK will continue to disclose financial statements and other
information in English on its Internet website at http://www.tdk.co.jp/tetop01/index.htm.
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5. |
Contact for Holders of ADSs
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For ADR inquiries, please contact Citibank ADR Shareholder Services toll free at 1-877-CITIADR
(1-877-248-4237) during normal business hours (08:30 AM - 6:00 PM New York Time)
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TDK Corporation
(Registrant) |
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April 7, 2009 | BY: | /s/ Tatsuhiko Atsumi | ||
Tatsuhiko Atsumi | ||||
General Manager of
Corporate Communications Department |
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