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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of February 2004.
Commission File Number: 2-58155
KUBOTA CORPORATION
(Translation of registrant’s name into English)
2-47, Shikitsuhigashi 1-chome, Naniwa-ku, Osaka, Japan
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F :
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) : ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) : ¨
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 :
Yes ¨ No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b) : 82- ¨
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Information furnished on this form:
Exhibit Number
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IR Group | ||
Kubota Corporation | ||
2-47, Shikitsuhigashi 1-chome, | ||
Naniwa-ku, Osaka 556-8601, Japan | ||
Phone | : +81-6-6648-2645 | |
Facsimile | : +81-6-6648-2642 |
FOR IMMEDIATE RELEASE (FRIDAY, FEBRUARY 6, 2004)
RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED
DECEMBER 31, 2003 REPORTED BY KUBOTA CORPORATION
OSAKA, JAPAN, February 6, 2004 —Kubota Corporation reported its consolidated results of operations for the nine months ended December 31, 2003 today.
Consolidated Financial Highlights
(1) Results of operations
(In millions of yen and thousands of U.S. dollars except per American Depositary Share (“ADS”) amounts) | |||||||||||||||
Nine months ended Dec. 31, 2003 | % (*) | Nine months ended Dec. 31, 2002 | % (*) | Year ended Mar. 31, 2003 | |||||||||||
Net sales | ¥ | 619,300 | 1.6 | ¥ | 609,659 | — | ¥ | 926,145 | |||||||
$ | [5,787,850] | ||||||||||||||
Operating income | ¥ | 15,574 | (47.6 | ) | ¥ | 29,739 | — | ¥ | 29,613 | ||||||
$ | [145,551] | ||||||||||||||
Income before income taxes, minority interests in earnings of subsidiaries, and equity in net income of affiliated companies | ¥ | 19,959 | 34.2 | ¥ | 14,876 | — | ¥ | 6,156 | |||||||
$ | [186,533] | ||||||||||||||
Net income | ¥ | 7,157 | 99.4 | ¥ | 3,589 | — | ¥ | (8,004 | ) | ||||||
$ | [66,888] | ||||||||||||||
Net income per ADS (five common shares) | |||||||||||||||
Basic | ¥ | 27 | ¥ | 13 | ¥ | (29 | ) | ||||||||
$ | [0.25] | ||||||||||||||
Diluted | ¥ | 26 | ¥ | 13 | ¥ | (29 | ) | ||||||||
$ | [0.24] |
Notes. 1 : | (*) represents percentage change from the comparable previous period. | |
2 : | The United States dollar amounts included herein represent translations using the approximate exchange rate on December 31, 2003, of ¥107 = US$1, solely for convenience. |
(2) Anticipated results of operations for the year ending March 31, 2004
(In millions of yen) | |||
Year ending Mar. 31, 2004 | |||
Net sales | ¥ | 925,000 | |
Income before income taxes, minority interests in earnings of subsidiaries, and equity in net income of affiliated companies | ¥ | 19,000 | |
Net income | ¥ | 8,000 |
Basic net income per ADS for the year ending March 31, 2004 is anticipated to be ¥30.
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Kubota Corporation
and Subsidiaries
1. Review of Operations during nine months ended December 31, 2003
During the nine months under review, net sales were ¥619.3 billion, an increase of ¥9.6 billion (1.6 %) compared with the same period of the prior year. The following are highlights of sales by industry segment. (See page 4, “Consolidated Net Sale by Product Group”)
Sales in Internal Combustion Engine and Machinery were ¥368.5 billion, an increase of ¥34.7 billion (10.4 %) from the prior period. In domestic markets, sales of farm equipment grew favorably mainly due to the aggressive sales promotion campaign together with introducing a series of new models with improved performance and price competitiveness. Sales of tractors, combine harvesters and rice transplanters increased from the prior period, and combine harvesters and rice transplanters enjoyed an increase in domestic market share during the period under review. In the overseas market, while favorable market conditions in North America continued, the Company recorded strong increases from the prior period in sales of tractors, its main product, and sales of engines. Additionally, the Company succeeded in expanding sales of construction machinery in EU markets and farm equipment in Asian markets during the period under review.
Sales in Pipes, Valves, and Industrial Castings were ¥122.3 billion, a decrease of ¥0.4 billion (0.3%) from the prior period. Sales of ductile iron pipes, the mainstay of this segment, increased from the prior period, due to the expanded export sales to Middle East countries, which offset the declined domestic sales. However, sales of PVC pipes, spiral-welded steel pipes, valves, and industrial castings decreased from the prior period mainly due to weak market demands and reduced selling prices.
Sales in Environmental Engineering were ¥33.8 billion, a decrease of ¥15.0 billion (30.7 %) from the prior period. Sales of this segment declined significantly, because sales deteriorated in the Solid Waste Engineering division, where sales of large orders reduced compared with the same period of the prior year.
Sales in Building Materials and Housing were ¥45.3 billion, an increase of ¥0.3 billion (0.8 %) from the prior period. Sales of building materials, a main product line of this segment, decreased from the prior period mainly due to the business division and transfer of building materials to Kubota Matsushitadenko Exterior Works, Ltd.(*). However, the increased sales of condominiums offset the decreased sales of building materials, and thus this segment recorded a slight sales increase from the prior period.
Sales in the Other segment were ¥49.4 billion, a decrease of ¥10.0 billion (16.9 %) from the prior period. Sales of this segment decreased due to the sale of Kubota Lease Corporation (a wholly owned subsidiary) at the beginning of the period under review, which recorded sales of ¥10.0 billion in the prior period.
During the nine months under review, operating income was ¥15.6 billion, a decrease of ¥14.2 billion (47.6%) from the prior period, because the pension cost increased ¥30.4 billion from the prior period due to the immediate recognition of unrecognized actuarial losses (**). If this negative effect of the large increase in pension cost was excluded, operating income would have increased ¥16.2 billion from the prior period. The Company managed to improve its profitability through expanding business operations and sales in the Internal Combustion Engine and Machinery segment. The Company also improved its profitability through implementing successfully a company-wide cost reduction program among many operating divisions including in the two public works spending-related segments (Pipes, Valves and Industrial Castings and Environmental Engineering), of which sales decreased during the period under review.
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Kubota Corporation
and Subsidiaries
Other income-net was ¥4.4 billion, an improvement of ¥19.2 billion from the prior period as a result of the decrease of ¥14.7 billion in valuation losses on short-term and other investment, and the decrease of ¥2.7 billion in foreign exchange loss. Accordingly, income before income taxes, minority interests in earnings of subsidiaries, and equity in net income of affiliated companies was ¥20.0 billion, an increase of ¥5.1 billion (34.2%) from the prior period. After income tax, minority interests in earnings of subsidiaries and equity in net income of affiliated companies, net income during the nine months under review was ¥7.2 billion, an increase of ¥3.6 billion (99.4%) from the prior period.
(*) Business division and transfer of building materials:
On December 1, 2003, Matsushita Electric Works, Ltd. and the Company established Kubota Matsushitadenko Exterior Works, Ltd. (“KMEW”), the equally owned joint operating entity, in which the Company transferred its roofing and siding materials business. The Company has applied the equity method of accounting to KMEW in its consolidated financial reporting.
(**) Pension accounting adopted by the Company:
In order to efficiently resolve the issue of the unrecognized actuarial loss of the plan fund’s status, the Company recognizes immediately actuarial losses in excess of 20% of the benefit obligation, and amortizes actuarial losses between 10% to 20% over the average participants’ remaining service period (about 15 years). The Company forecasts that the expenses of actuarial losses will increase by approximately ¥46.4 billion from the prior year to ¥52.0 billion during the year ending March 31, 2004.
2. Prospect for the Fiscal Year
The forecasts of the results for the year ending March 31, 2004, which were announced with the six months business results on November 11, 2003, are unchanged.
< Cautionary Statements with Respect to Forward-Looking Statements >
Projected results of operations and other future forecasts contained in this report are the estimates of the Company based on information available to the Company as of this published date. Therefore, those projections include certain potential risks and uncertainties. Accordingly, the users of this information are requested to note that the actual results could differ materially from those future projections. Major factors that could influence the ultimate outcome include the economic condition surrounding the Company, foreign exchange rates, agricultural policy in Japan, the trend of public investment and private capital expenditure in Japan, the price-competitive pressure in the market, the ability for the Company to manufacture or innovate the products which will be accepted in the market. And the user of the information should be aware that factors that could influence the ultimate outcome of the Company are not limited to the factors above.
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Kubota Corporation
and Subsidiaries
Consolidated Net Sales by Product Group
(In millions of yen) | ||||||||||||||||||
Nine months ended Dec. 31, 2003 | Nine months ended Dec. 31, 2002 | Change | Year ended Mar. 31, 2003 | |||||||||||||||
Amount | % | Amount | % | Amount | % | Amount | % | |||||||||||
Farm Equipment and Engines | 331,795 | 53.6 | 299,440 | 49.1 | 32,355 | 10.8 | 399,368 | 43.1 | ||||||||||
Domestic | 158,806 | 151,092 | 7,714 | 5.1 | 204,186 | |||||||||||||
Overseas | 172,989 | 148,348 | 24,641 | 16.6 | 195,182 | |||||||||||||
Construction Machinery | 36,727 | 5.9 | 34,406 | 5.7 | 2,321 | 6.7 | 44,801 | 4.9 | ||||||||||
Domestic | 15,090 | 16,063 | (973 | ) | (6.1 | ) | 21,317 | |||||||||||
Overseas | 21,637 | 18,343 | 3,294 | 18.0 | 23,484 | |||||||||||||
Internal Combustion Engine & Machinery | 368,522 | 59.5 | 333,846 | 54.8 | 34,676 | 10.4 | 444,169 | 48.0 | ||||||||||
Domestic | 173,896 | 28.1 | 167,155 | 27.4 | 6,741 | 4.0 | 225,503 | 24.4 | ||||||||||
Overseas | 194,626 | 31.4 | 166,691 | 27.4 | 27,935 | 16.8 | 218,666 | 23.6 | ||||||||||
Pipes and Valves | 102,954 | 16.6 | 102,531 | 16.8 | 423 | 0.4 | 145,561 | 15.7 | ||||||||||
Domestic | 92,143 | 95,536 | (3,393 | ) | (3.6 | ) | 135,480 | |||||||||||
Overseas | 10,811 | 6,995 | 3,816 | 54.6 | 10,081 | |||||||||||||
Industrial Castings | 19,347 | 3.1 | 20,148 | 3.3 | (801 | ) | (4.0 | ) | 31,656 | 3.4 | ||||||||
Domestic | 12,236 | 14,287 | (2,051 | ) | (14.4 | ) | 23,531 | |||||||||||
Overseas | 7,111 | 5,861 | 1,250 | 21.3 | 8,125 | |||||||||||||
Pipes, Valves & Industrial Castings | 122,301 | 19.7 | 122,679 | 20.1 | (378 | ) | (0.3 | ) | 177,217 | 19.1 | ||||||||
Domestic | 104,379 | 16.8 | 109,823 | 18.0 | (5,444 | ) | (5.0 | ) | 159,011 | 17.1 | ||||||||
Overseas | 17,922 | 2.9 | 12,856 | 2.1 | 5,066 | 39.4 | 18,206 | 2.0 | ||||||||||
Environmental Engineering | 33,804 | 5.5 | 48,782 | 8.0 | (14,978 | ) | (30.7 | ) | 136,381 | 14.7 | ||||||||
Domestic | 31,144 | 5.0 | 47,302 | 7.8 | (16,158 | ) | (34.2 | ) | 134,521 | 14.5 | ||||||||
Overseas | 2,660 | 0.5 | 1,480 | 0.2 | 1,180 | 79.7 | 1,860 | 0.2 | ||||||||||
Building Materials | 38,729 | 6.3 | 44,011 | 7.2 | (5,282 | ) | (12.0 | ) | 57,352 | 6.2 | ||||||||
Domestic | 38,729 | 44,011 | (5,282 | ) | (12.0 | ) | 57,352 | |||||||||||
Condominiums | 6,549 | 1.0 | 919 | 0.2 | 5,630 | 612.6 | 6,998 | 0.8 | ||||||||||
Domestic | 6,549 | 919 | 5,630 | 612.6 | 6,998 | |||||||||||||
Building Materials & Housing | 45,278 | 7.3 | 44,930 | 7.4 | 348 | 0.8 | 64,350 | 7.0 | ||||||||||
Domestic | 45,278 | 7.3 | 44,930 | 7.4 | 348 | 0.8 | 64,350 | 7.0 | ||||||||||
Other | 49,395 | 8.0 | 59,422 | 9.7 | (10,027 | ) | (16.9 | ) | 104,028 | 11.2 | ||||||||
Domestic | 47,844 | 7.8 | 58,364 | 9.5 | (10,520 | ) | (18.0 | ) | 100,869 | 10.9 | ||||||||
Overseas | 1,551 | 0.2 | 1,058 | 0.2 | 493 | 46.6 | 3,159 | 0.3 | ||||||||||
Total | 619,300 | 100.0 | 609,659 | 100.0 | 9,641 | 1.6 | 926,145 | 100.0 | ||||||||||
Domestic | 402,541 | 65.0 | 427,574 | 70.1 | (25,033 | ) | (5.9 | ) | 684,254 | 73.9 | ||||||||
Overseas | 216,759 | 35.0 | 182,085 | 29.9 | 34,674 | 19.0 | 241,891 | 26.1 |
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To whom it may concern
Kubota Corporation
2-47, Shikitsu-higashi 1-chome,
Naniwa-ku, Osaka 556-8601, Japan
Contact: IR Group
Finance & Accounting Department
Phone: +81-6-6648-2645
Notice of Change of Management
Please be advised that the Board of Directors of Kubota Corporation (“the Company”) resolved at the Board of Directors Meeting held on February 26, 2004 to change the titles of the members of the Board, and also be informed that the Board of Directors resolved the Company would propose to appoint and retire some members at the ordinary general meeting of shareholders to be held in June 2004. Details are as follows;
1) Changes of the titles
Name | New Title | Current Title | ||
Akio Nishino | Executive Managing Director | Managing Director | ||
Yoshihiro Fujio | Executive Managing Director | Managing Director | ||
Moriya Hayashi | Executive Managing Director | Managing Director | ||
Tadahiko Urabe | Managing Director | Director | ||
Toshihiro Fukuda | Managing Director | Director | ||
Yasuo Masumoto | Managing Director | Director |
Date of assuming office (scheduled) April 1, 2004
2) Appointment of new members of the Board
Name | New Title | Current Title | ||||
Yoshihiko Tabata | Director | General Manager, Engine Division | ||||
Kazunobu Ueta | Director | Deputy General Manager, Sales Headquarters in Farm & Industrial Machinery Consolidated Division, General Manager, Farm & Industrial Machinery Fukuoka Office | ||||
Takashi Shoji | Director | General Manager, Solid Waste Engineering Division | ||||
Tokuji Ohgi | Director | General Manager, Secretary & Public Relations Dept. | ||||
Morimitsu Katayama | Director | General Manager, Sakai Plant | ||||
Nobuyuki Toshikuni | Director | President, Kubota Tractor Corporation | ||||
Date of assuming office (scheduled) June 2004 |
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3) Retirement (Expiration of terms of office)
Name | Current Title | |
Tsuyoshi Hayashi | Executive Managing Director | |
Masaru Ishiguro | Managing Director | |
Toshiyuki Yotsumoto | Managing Director | |
Tadahiko Kinoshita | Director | |
Masateru Yoshikawa | Director | |
Date of assuming retirement (scheduled) June 2004 |
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To whom it may concern
Kubota Corporation
2-47, Shikitsu-higashi 1-chome,
Naniwa-ku, Osaka 556-8601, Japan
Contact: IR Group
Finance & Accounting Department
Phone: +81-6-6648-2645
Notice with reference to purchase of treasury stock
Please be advised of the following on the purchase of treasury stock pursuant to Article 210 of the Commercial Code.
1. Term for acquisition : | From January 21, 2004 to February 25, 2004 | |
2. Total number of shares acquired : | 0 shares | |
3. Total amount of shares acquired : | ¥0 |
(Reference)
Results of purchase as of February 25, 2004
Number of Shares | Amount of shares | |||
What authorized on purchase of treasury stock at the ordinary general meeting of shareholders held on June 26, 2003 | Not exceeding 50 million shares | Not exceeding ¥20 billion | ||
Cumulative results of purchase from June 27, 2003 | 5,250,000 shares | ¥2,178,750,000 | ||
Ratio | 10.50% | 10.89% |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
KUBOTA CORPORATION | ||||
Date: March 2, 2004 | By: | /s/ Shigeru Kimura | ||
Name: | Shigeru Kimura | |||
Title: | General Manager Finance & Accounting Department |