15 May 2002
Announcement Regarding Stock Options (New Stocks
Reservation Rights): Summary
This is to announce that at the Board of Directors meeting on May 15, 2002, it was decided to submit to the 27th General Shareholders Meeting scheduled for June 25, 2002, a bill to seek the approval of the issue of reservation rights as stated below under the provisions of Articles 280-20 and 280-21 of the Commercial Law.
1. Reasons for issuing reservation rights under especially advantageous conditions
The purposes of the issue are to further encourage employees to contribute to better consolidated operating performance and to promote the management policy that emphasizes the interests of shareholders. For these purposes, reservation rights will be issued under especially advantageous conditions, as described in section 2 below, to the directors of the Company and its subsidiaries and to those employees who bear responsibilities for divisional management (hereinafter referred to as "Entitled Persons").
2. Procedures for issuing reservation rights
(1) Class and number of stocks corresponding to reservation rights
The class of stocks will be common stock, and the maximum number of stocks corresponding to reservation rights will be 116,000 stocks.
The number of stocks per reservation right (hereinafter referred to as "Number of Stocks Granted") will be 100 stocks.(2) Total number of reservation rights to be issued
The maximum number will be 1,160 rights.
(3) Issuing price of reservation rights
Reservation rights will be issued without compensation.
(4) Amount to be paid when exercising reservation rights
The amount to be paid when a reservation right is exercised will be the amount obtained by multiplying the payment amount for each stock to be issued or assigned upon exercise of the reservation right (hereinafter referred to as "Payment Amount") by the Number of Stocks Granted.
The Payment Amount will be the amount obtained by multiplying by 1.05 the average (rounding up fractions less than one yen) of the closing prices in regular transactions in our common stock at the Tokyo Stock Exchange (each such price hereinafter referred to as "Closing Price") on all business days (excluding days when no transactions materialize) in the month preceding the month to which the Issuing Date belongs or the Closing Price at the Issuing Date (if there is no Closing Price at the Issuing Date, then the Closing Price on the nearest preceding day), whichever is the higher. However, the amount calculated as mentioned above may be properly adjusted in consideration of the stock split (splitting one stock into two) to be carried out based on the decision made by the Board of Directors at its meeting on May 15, 2002.
(5) Period for the exercise of reservation rights
The period in which reservation rights can be exercised is from June 26, 2004, to June 25, 2012, both dates inclusive.
(6) Conditions for the exercise of reservation rights
Reservation right may not be exercised partially.
(7) Causes and conditions for writing off reservation rights
The Company may, at any time, purchase or acquire reservation rights and write them off without compensation.
(8) Restrictions on the assignation of reservation rights
Assignation of reservation rights will require the approval of the Board of Directors of the Company.
Note: What is stated above will become effective, provided that the bill for this purpose is approved at the 27th General Shareholders Meeting scheduled for Tuesday, June 25, 2002.
