TIDM48FI
RNS Number : 5353T
Tokyo Electric Power Co Inc
29 September 2010
Notice Concerning Issuance of New Shares and Secondary Offering of Shares
September 29, 2010
The Tokyo Electric Power Company, Inc.
The Tokyo Electric Power Company, Incorporated ("TEPCO") hereby announces that
its Board of Directors resolved today to issue new shares and conduct a
secondary offering of its shares, as set forth below.
1.Background and purpose of this financing
In addition to changes in the social structure caused by the rapid aging of
society due to a declining birthrate, decreasing population, and changes of the
industrial structure, major changes are also occurring in relation to the energy
and environment situation, as can be seen in the development of energy-saving
technologies, the global warming issue, increasing energy consumption
particularly in Asia, and drastic fluctuations in the prices of fossil fuels.
Such changes can be expected to have various impacts on our Group's management,
but rather than simply responding to them, we will take the opportunity of these
changes to delve deeper into, and more widely expand, business activities we
have cultivated so far, and pursue forward-looking management toward future
growth and development.
Based on this awareness of the above, on September 13, 2010, the TEPCO Group
announced its "2020 Vision: Medium to Long-term Growth Declaration" ("2020
Vision"), which aims at realizing sustainable growth. Our "2020 Vision" maps out
the direction of our business for the next ten years in the form of management
policies designed to continue offering energy services based on low-cost, stable
supply of electricity, as well as to achieve sustainable growth by pursuing new
social and environmental roles in "leading the low-carbon era" and by striking a
balance between those roles and corporate profit. Under these new management
policies, the TEPCO Group will focus particularly on a series of initiatives,
labeled "Value-up Plans," which are designed to achieve our goal of sustainable
growth.
Under the "2020 Vision," the TEPCO Group will invest 2.5 trillion yen toward a
low-carbon society and a maximum of 1 trillion yen in growth businesses in
addition to its regular capital investment. During the ten years up to FY2020,
we will aim to create an operating cash flow of more than 12 trillion yen to
ensure such active investments. While this may well result in increases to our
total asset in the next ten years, we will reinforce our earning strength and
aim to achieve an ROA of 4.5% or higher in FY2020 (4.0% or higher in FY2015).
Furthermore, we plan to accumulate capital to strengthen our risk response
capacity in preparation for future business expansion so that our D/E ratio will
come close to the broad target of around 1.5 by FY2020.
Based on this "2020 Vision," the TEPCO Group aims to achieve sustainable growth
through the active and timely acquisition of assets that deliver both
environmental performance and corporate profit while maintaining financial
soundness. This issuance of new shares is designed to raise funds that will be
devoted to capital investment toward low-carbon, high-efficiency power
generation facilities, and also to provide investment and financing for growth
businesses. Amid significant changes in the business environment, we are
targeting sustainable growth by making the "2020 Vision" a reality, and working
to ensure that we can share the results of our business growth with all our
stakeholders, and particularly with our shareholders.
2.Issuance of New Shares by way of Offering (Public Offering)
+------+---------------+---+------------------------------------------------+
| (1) | Class and | | 227,630,000 shares of the TEPCO's common |
| | Number of | | stock, which is the sum of (i) and (ii) below. |
| | Shares to be | | |
| | Offered | | (i) 221,000,000 new shares of TEPCO's common |
| | | | stock to be purchased and underwritten by the |
| | | | Underwriters in the Public Offering as |
| | | | specified in (4) below. |
| | | | (ii) A maximum of 6,630,000 new shares of |
| | | | TEPCO's common stock pursuant to an option to |
| | | | purchase granted by TEPCO granted to the |
| | | | Underwriters in connection with the sales to |
| | | | overseas investors in the Public Offering, as |
| | | | mentioned in (4) below. |
+------+---------------+---+------------------------------------------------+
| (2) | Method of | | The amount to be paid to TEPCO (the "Issue |
| | Determination | | Price") will be determined on any day in the |
| | of Amount to | | period from Tuesday, October 12, 2010 to |
| | be Paid | | Thursday, October 14, 2010 (the "Determination |
| | | | Date") pursuant to the method stated in |
| | | | Article 25 of the Regulations Concerning |
| | | | Underwriting of Securities, etc. established |
| | | | by the Japan Securities Dealers Association |
| | | | (the "JSDA"). |
+------+---------------+---+------------------------------------------------+
| (3) | Amount by | | The amount by which stated capital is to be |
| | Which | | increased will be half of the maximum amount |
| | Stated | | by which stated capital could be increased, as |
| | Capital | | calculated in accordance with the provisions |
| | and | | of Article 14, Paragraph 1 of the Rules of |
| | Additional | | Account Settlement of Corporations, with any |
| | Paid-In | | fraction less than one yen resulting from the |
| | Capital Are | | calculation being rounded up to the nearest |
| | to be | | yen. The amount by which additional paid-in |
| | Increased | | capital is to be increased will be the amount |
| | | | obtained by subtracting the amount by which |
| | | | stated capital is to be increased from the |
| | | | maximum amount by which stated capital could |
| | | | be increased. |
+------+---------------+---+------------------------------------------------+
| (4) | Method of | | The offering will be a public offering in |
| | Offering | | Japan (the "Public Offering") and the |
| | | | underwriting syndicate lead by Nomura |
| | | | Securities Co., Ltd. ("Nomura Securities") as |
| | | | the lead manager in the public offering |
| | | | (collectively, the "Underwriters") will |
| | | | purchase and underwrite all of the shares in |
| | | | the Public Offering. The offer price (the |
| | | | "Offer Price") with regard to the Public |
| | | | Offering will be determined, in accordance |
| | | | with the method stated in Article 25 of the |
| | | | Regulations Concerning Underwriting of |
| | | | Securities, etc. provided by the JSDA, based |
| | | | on the provisional range calculated by |
| | | | multiplying the closing price of the shares of |
| | | | TEPCO's common stock in regular trading of the |
| | | | shares on the Tokyo Stock Exchange on the |
| | | | Determination Date (or, if no closing price is |
| | | | quoted, the closing price of the immediately |
| | | | preceding date) by 0.90-1.00 (any amount less |
| | | | than one yen will be truncated), and then |
| | | | taking into account market demand and other |
| | | | conditions. |
| | | | A portion of the shares offered in the Public |
| | | | Offering may be sold to overseas professional |
| | | | investors in overseas market such as Europe |
| | | | (excluding the United States and Canada.) In |
| | | | connection with such sales, TEPCO will grant |
| | | | the Underwriters an option to purchase the |
| | | | additionally issued shares mentioned in |
| | | | (1)(ii) above. |
+------+---------------+---+------------------------------------------------+
| (5) | Compensation | | The TEPCO will not pay an underwriting fee. |
| | for | | Instead, the underwriters will receive the |
| | Underwriters | | difference between the Offer Price and the |
| | | | Issue Price to be paid to TEPCO. |
+------+---------------+---+------------------------------------------------+
| (6) | Subscription | | The subscription period will be from the |
| | Period | | business day immediately following the |
| | | | Determination Date until the second business |
| | | | day business days immediately following the |
| | | | Determination Date. |
+------+---------------+---+------------------------------------------------+
| (7) | Payment Date | | The payment date will be on a day in the |
| | | | period between Tuesday, October 19, 2010 and |
| | | | Thursday, October 21, 2010, provided, however, |
| | | | that such day shall be the fifth business day |
| | | | immediately following the Determination Date. |
+------+---------------+---+------------------------------------------------+
| (8) | Subscription | | 100 shares |
| | Unit | | |
+------+---------------+---+------------------------------------------------+
| (9) | The Issue Price, the amount of stated capital and additional |
| | paid-in capital are to be increased, Offer Price and any other |
| | matter regarding Issuance of New Shares requiring a decision by |
| | TEPCO will be made at the discretion of the President of TEPCO. |
+------+--------------------------------------------------------------------+
| (10) | Each item above is subject to the effectiveness of the securities |
| | registration statement to be filed under the Financial Instruments |
| | and Exchange Law of Japan. |
+------+---------------+---+------------------------------------------------+
3. Secondary Offering of Shares (Secondary Offering by way of Over-Allotment)
(see Section 1 under Reference below)
+-----+---------------+---+------------------------------------------------+
| (1) | Class and | | 26,520,000 shares of TEPCO's common stock |
| | Number of | | |
| | Shares to be | | The number of shares to be sold mentioned |
| | Sold | | above is the maximum number of shares to be |
| | | | sold. The number of the shares by way of |
| | | | secondary offering by way of over-allotment |
| | | | may be reduced or may be cancelled entirely, |
| | | | depending on market demand and other |
| | | | conditions. The number of shares to be sold |
| | | | will be determined on the Determination Date, |
| | | | taking into account market demand and other |
| | | | conditions. |
+-----+---------------+---+------------------------------------------------+
| (2) | Seller | | Nomura Securities |
+-----+---------------+---+------------------------------------------------+
| (3) | Selling Price | | The selling price will be the same as the |
| | | | Offering Price. |
+-----+---------------+---+------------------------------------------------+
| (4) | Method of | | Nomura Securities will sell a maximum of |
| | Secondary | | 26,520,000 shares of the TEPCO's common stock |
| | Offering | | borrowed from TEPCO's shareholder in Japan. |
+-----+---------------+---+------------------------------------------------+
| (5) | Subscription | | The subscription period will be the same as |
| | Period | | the subscription period for the Public |
| | | | Offering. |
+-----+---------------+---+------------------------------------------------+
| (6) | Delivery Date | | The delivery date will be the business day |
| | | | immediately following the payment date of the |
| | | | Public Offering. |
+-----+---------------+---+------------------------------------------------+
| (7) | Subscription | | 100 shares |
| | Unit | | |
+-----+---------------+---+------------------------------------------------+
| (8) | The selling price and any other matter regarding the secondary |
| | offering by way of over-allotment requiring a decision by TEPCO |
| | will be made at the discretion of the President of TEPCO. |
+-----+--------------------------------------------------------------------+
| (9) | Each item above is subject to the effectiveness of the securities |
| | registration statement to be filed under the Financial Instruments |
| | and Exchange Law of Japan. |
+-----+---------------+---+------------------------------------------------+
4. Issuance of New Shares by way of Third-Party Allotment (See Section 1 under
Reference below)
+------+---------------+---+------------------------------------------------+
| (1) | Class and | | 26,520,000 shares of TEPCO's common stock |
| | Number of | | |
| | Shares to be | | |
| | Sold | | |
+------+---------------+---+------------------------------------------------+
| (2) | Method of | | The amount to be paid will be the same as the |
| | Determination | | Issue Price in the Public Offering and will be |
| | of Amount to | | determined on the Determination Date. |
| | be Paid | | |
+------+---------------+---+------------------------------------------------+
| (3) | Amount by | | The amount by which stated capital is to be |
| | Which | | increased will be half of the maximum amount |
| | Stated | | by which stated capital and could be |
| | Capital | | increased, as calculated in accordance with |
| | and | | the provisions of Article 14, Paragraph 1 of |
| | Additional | | the Rules of Account Settlement of |
| | Paid-In | | Corporations with any fraction less than one |
| | Capital Are | | yen resulting from the calculation being |
| | to be | | rounded up to the nearest yen. |
| | Increased | | The amount by which additional paid-in capital |
| | | | is to be increased will be the amount obtained |
| | | | by subtracting the amount by which stated |
| | | | capital is to be increased from the maximum |
| | | | amount by stated capital could be increased. |
+------+---------------+---+------------------------------------------------+
| (4) | Allottee | | Nomura Securities |
+------+---------------+---+------------------------------------------------+
| (5) | Subscription | | Friday, October 29, 2010 |
| | Date | | |
+------+---------------+---+------------------------------------------------+
| (6) | Payment Date | | Monday, November 1, 2010 |
+------+---------------+---+------------------------------------------------+
| (7) | Subscription | | 100 shares |
| | Unit | | |
+------+---------------+---+------------------------------------------------+
| (8) | TEPCO will discontinue the issuance of the shares that have not |
| | been subscribed to by the subscription date in Item (5) above. |
+------+--------------------------------------------------------------------+
| (9) | The amount to be paid, the amount of stated capital and additional |
| | paid-in capital is to be increased and any other matter regarding |
| | new issuance by way of third-party allotment requiring a decision |
| | by TEPCO will be made at the discretion of the President of TEPCO. |
+------+--------------------------------------------------------------------+
| (10) | Each item above is subject to the effectiveness of the securities |
| | registration statement to be filed under the Financial Instruments |
| | and Exchange Law of Japan. |
+------+---------------+---+------------------------------------------------+
Reference
1. Secondary offering by way of over-allotment
Secondary offering by way of over-allotment described under "3. Secondary
Offering of Shares (Secondary Offering by way of Over-Allotment)" above is a
secondary offering, to be made in conjunction with the Public Offering described
under "2. Issuance of New Shares by way of Offering (Public Offering,)" of the
shares of common stock of TEPCO in an amount not exceeding 26,520,000shares,
which will be borrowed by Nomura Securities, the lead manager of the Public
Offering, from a certain shareholder of TEPCO taking into account market demand
and other conditions. It is estimated that the number of shares to be offered in
the secondary offering by way of over-allotment will be 26,520,000shares which
represents the maximum number of shares to be offered, and the number may
decrease or the secondary offering by way of over-allotment may not be carried
out in its entirety, depending on market demand and other conditions.
In connection with the secondary offering by way of over-allotment, the board of
directors of the TEPCO resolved, at the meeting held on Wednesday, September 29,
2010 that TEPCO will issue 26,520,000 shares of its common stock to Nomura
Securities, the allottee, by way of third-party allotment (the "Third-Party
Allotment"), with a payment date of Monday, November 1, 2010, for the purpose of
enabling Nomura Securities to procure shares necessary for returning the shares
it borrowed from TEPCO's shareholder (the "Borrowed Shares").
In addition, Nomura Securities may also purchase shares of common stock of TEPCO
on the Tokyo Stock Exchange, up to the number of shares to be offered in the
secondary offering by way of over-allotment (the "Syndicate Cover Transactions")
during the period from the day immediately following the last day of the
subscription period of the Public Offering and the secondary offering by way of
over-allotment to Monday, October 25, 2010 (the "Syndicate Cover Transactions
Period"). All shares obtained by Nomura Securities through the Syndicate Cover
Transactions will be apportioned for the return of the Borrowed Shares. However,
during the Syndicate Cover Transaction Period, Nomura Securities, at its sole
discretion, may not conduct any Syndicate Cover Transactions or may terminate
the Syndicate Cover Transactions before the number of shares purchased reaches
the number of shares offered in the secondary offering by way of over-allotment.
Furthermore, Nomura Securities may conduct stabilization transactions
accompanying the Public Offering and the secondary offering by way of
over-allotment, and some or all of the shares of common stock of TEPCO obtained
by those stabilization transactions may be used to return the Borrowed Shares.
Nomura Securities plans to accept the allotment under the Third-Party Allotment
of an equivalent number of shares of common stock of TEPCO obtained by deducting
(a) the number of shares acquired through stabilization transactions and
Syndicate Cover Transactions that are to be applied to return the Borrowed
Shares from (b) the number of shares to be offered in the secondary offering by
way of over-allotment (the "Number of Shares to be Acquired".) Accordingly, all
or part of the shares to be issued under the Third-Party Allotment may not be
subscribed for, which may result in a decrease in the maximum number of shares
to be ultimately issued under the Third-Party Allotment, or in the cancellation
of the entire issuance due to forfeiture.
In the event that Nomura Securities accepts the allotment under the Third-Party
Allotment, it shall use the funds obtained from the secondary offering by way of
over-allotment as payment for the number of shares due to be acquired.
2. Change in the number of issued shares as a result of this issuance of new
shares by public offering and by way of third-party allotment
+------------------------------+----------------+--------------------+
| Total number of issued | 1,352,867,531 | |
| shares at present | shares | |
+------------------------------+----------------+--------------------+
| Increase in number of shares | 227,630,000 | (Note 1) |
| by way of the Public | shares | |
| Offering | | |
+------------------------------+----------------+--------------------+
| Total number of issued | 1,580,497,531 | (Note 1) |
| shares after the | shares | |
| Public Offering | | |
+------------------------------+----------------+--------------------+
| Increase in number of shares | 26,520,000 | (Note 2) |
| by way of | shares | |
| the Third-Party Allotment | | |
+------------------------------+----------------+--------------------+
| Total number of issued | 1,607,017,531 | (Note 2) |
| shares by way of the | shares | |
| Third-Party Allotment | | |
+------------------------------+----------------+--------------------+
Notes:
1. These figures are based on the assumption that the option specified in (1)
(ii) of "2. Issuance of New Shares by way of Offering (Public Offering)" above
is fully exercised by the Underwriters.
2. These figures are based on the assumption that the shares to be offered
specified in "4. Issuance of New Shares by way of Third-Party Allotment" are all
subscribed by the Nomura Securities and issued.
3. Use of proceeds
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| (1) | Use of proceeds |
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| | We estimate that the net proceeds from the Public Offering and the Issuance of New Shares by way of Third-Party Allotment will be 554,977,072,500 yen at maximum amount. By the end of March 2014, 270 billion yen out of the total amount is scheduled to be used for the capital investment toward low-carbon, high-efficiency power generation facilities, and the rest of the proceeds will be used for the investment and financing for growth businesses. |
| | |
| | With respect to the fund raised of 270 billion yen, the TEPCO will use for the capital investment in zero-emission nuclear power plants, and state-of-the-art and highly efficient thermal power plants, as new equipments toward low-carbon power-supply facilities. Specifically, 220 billion yen will be used for the construction of Higashidori Nuclear Power Station Unit 1 and 50 billion yen for the construction of Kawasaki Thermal Power Station Unit 2-1. A summary of the capital investment plan concerning these facilities as of September 29, 2010 is as follows. |
| | Name of Location Business Facilities Schedule Capacity |
| | company Segment to be |
| | / increased |
| | spot |
| | Start Start |
| | of of |
| | construction operation |
| | TEPCO Higashidori Electric Nuclear Dec. Mar. Output |
| | Higashidori Vill. power power 2010 2017 of |
| | Nuclear Shimokita-gun, business generation 1,385 |
| | Power Aomori Pref. facility thousand |
| | Station kW |
| | Unit 1 |
| | TEPCO Kawasaki-ku Electric Thermal Jul. Feb. Output |
| | Kawasaki Kawasaki power power 2009 2013 of |
| | Thermal City, business generation 500 |
| | Power Kanagawa facility thousand |
| | Station Pref. kW |
| | Unit 2-1 |
| | |
+ +------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| | |
| | Notes: |
| | 1. South Texas Project (STP) Units 3 & 4 is a nuclear power |
| | generation project being developed by Nuclear Innovation North |
| | America LLC (NINA) at the existing South Texas Project site in |
| | Matagorda County, Texas, United States. STP Units 1 & 2 are |
| | currently under commercial operations and NINA plans to build |
| | 2 more units of the Advanced Boiling Water Reactor (ABWR) with |
| | an output of approximately 1.35 GW respectively. Both are |
| | targeted to commence commercial operations between 2016 and |
| | 2017. |
| | 2. Wheatstone LNG Project is a project announced by Chevron |
| | Corporation in March 2008, which processes, liquidizes and |
| | distributes natural gas, produced from the offshore gas field |
| | at the bottom of the sea in north western to the western |
| | Australia at a plant scheduled to be built at Ashburton North |
| | on the coast of western Australia. |
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| (2) | Change in the previous use of proceeds |
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| | Not applicable. |
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| (3) | Effect on performance |
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
| | TEPCO believes that by using the proceeds to be raised this |
| | time toward a low-carbon society and growth businesses under |
| | the "2020 Vision," the TEPCO Group will be able to achieve |
| | sustainable growth by pursuing new social and environmental |
| | roles in "leading the low-carbon era" and by striking a |
| | balance between those roles and corporate profit. |
+----------------------------------------------------------------+------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------+
4. Profit distribution to shareholders, etc.
+-----+----------------------------------------------------------------+
| (1) | Basic policy concerning profit distribution |
+-----+----------------------------------------------------------------+
| | TEPCO's fundamental policy for distributing profits to |
| | shareholders is to maintain stable dividends with the goal of |
| | a consolidated payout ratio of 30% or higher, and to determine |
| | dividends after comprehensively considering factors including |
| | business performance and progress in improving its balance |
| | sheets. |
+-----+----------------------------------------------------------------+
| (2) | Concept of determination of dividends |
+-----+----------------------------------------------------------------+
| | As specified in (1) above. |
+-----+----------------------------------------------------------------+
| (3) | Use of retained earnings |
+-----+----------------------------------------------------------------+
| | TEPCO plans to apply retained earnings to planned facility |
| | investments and stable financial statement to achieve |
| | sustainable growth. |
+-----+----------------------------------------------------------------+
| (4) | Dividends, etc. for past three fiscal years |
+-----+----------------------------------------------------------------+
| FY March FY March FY March |
| 2008 2009 2010 |
| Current net income ?JPY ?JPY 62.65 JPY 99.18 |
| per share 111.26 |
| (consolidated) |
| (?represent current |
| net loss per share |
| (consolidated)) |
| Annual dividends per JPY 65.00 JPY 60.00 JPY 60.00 |
| share (JPY (JPY (JPY |
| (and interim 35.00) 30.00) 30.00) |
| dividends per share) |
| Actual dividend - - 60.5% |
| payout ratio |
| (consolidated) |
| Net return on equity ?5.3% ?3.4% 5.5% |
| (consolidated) |
| Ratio of dividends / 3.1% 3.2% 3.3% |
| net assets |
| (consolidated) |
| |
+----------------------------------------------------------------------+
| Notes: |
| 1. Actual dividend payout ratio is a fraction, the numerator of |
| which is the Annual Dividend per share and the denominator of which |
| is the Net Income per share. As TEPCO recorded net loss for the |
| fiscal year ended March 2008 and March 2009, the actual dividend |
| payout ratios are not provided. |
| 2. Return on equity is a fraction, the numerator of which is the |
| current net income (loss) and the denominator of which is |
| shareholders' equity (shareholders' equity is calculated by |
| averaging out net assets less minority interests, from the beginning |
| to the end of the relevant fiscal year). |
| 3. Ratio of Dividend/Net assets is a fraction, the numerator of |
| which is the total amount of dividends paid per share during the |
| relevant fiscal year and the denominator of which is the amount of |
| net assets per share (net assets per share is calculated by |
| averaging out the net assets per share from the beginning to the end |
| of the relevant fiscal year). |
+-----+----------------------------------------------------------------+
5. Other matters
+-----+----------------------------------------------------------------+
| (1) | Designation of party to receive distribution |
+-----+----------------------------------------------------------------+
| | Not applicable. |
+-----+----------------------------------------------------------------+
| (2) | Information on dilutive shares |
+-----+----------------------------------------------------------------+
| | Not applicable. |
+-----+----------------------------------------------------------------+
| (3) | Information on past equity financings |
+-----+----------------------------------------------------------------+
| | (i) Equity finance for past three years |
+-----+----------------------------------------------------------------+
| | Not applicable. |
+-----+----------------------------------------------------------------+
| | (ii) Change in share prices, etc. for past three fiscal |
| | years and at the most recent point in time |
| | FY March FY March FY March FY March |
| | 2008 2009 2010 2011 |
| | Opening JPY 4,060 JPY 2,670 JPY 2,465 JPY 2,499 |
| | High JPY 4,190 JPY 3,280 JPY 2,540 JPY 2,499 |
| | Low JPY 2,515 JPY 2,215 JPY 2,085 JPY 2,230 |
| | Closing JPY 2,665 JPY 2,460 JPY 2,492 JPY 2,282 |
| | Price - - 25.13 - |
| | /earning |
| | ratio |
| | |
+-----+----------------------------------------------------------------+
| | (iii) Change in Allotees' holding policy for shares issued by |
| | way of Third-Party Allotment for the past five years |
+-----+----------------------------------------------------------------+
| | Not applicable. |
+-----+----------------------------------------------------------------+
| (4) | Lock-up period |
+-----+----------------------------------------------------------------+
| | In connection with the Public Offering, the TEPCO has agreed |
| | not to issue shares of TEPCO, not to issue securities that are |
| | convertible into or exchangeable for shares of TEPCO, and not |
| | to issue any other securities that represent the right to |
| | acquire or receive shares of TEPCO (excluding issuance of new |
| | shares by way of the Public Offering, by way of Third-Party |
| | Allotment or issuance of the shares in connection with stock |
| | splits, etc.) during the period commencing on the |
| | Determination Date and ending on the day that falls on the |
| | 90th day after the delivery date for the Public Offering (the |
| | "Lockup Period") without the prior written consent of Nomura |
| | Securities. In the above case, Nomura Securities has the |
| | authority to waive all or a part of the conditions of that |
| | agreement during the Lockup Period at its own discretion. |
+-----+----------------------------------------------------------------+
Note: This press release has been prepared for the sole purpose of publicly
announcing certain matters relating to the issuance of new shares and the
secondary offering of TEPCOs shares and not for the purpose of soliciting
investment or engaging in any other similar activity. This press release does
not constitute an offer of any securities for sale within or outside Japan.
Additionally, this press release is not an offer of securities for sale in the
United States. The securities have not and will not be registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act") and may not be offered
or sold in the United States absent registration or an exemption from
registration under the Securities Act. No offering of securities in the United
States will be made in connection with the above-mentioned transactions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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