EX-99.1 2 ss94215_ex9901.htm REPORT ON AMENDMENT NO. 7
[Translation]


Cover page
  
   
Filing Document:
Report on Amendment No. 7
   
Based on:
Article 27-25, Paragraph 1 of the Financial Instruments and Exchange Act
   
Filed with:
Director of Tokai Local Finance Bureau
   
Name:
Akio Toyoda, President, Toyota Motor Corporation
   
Address or Location of Head Office:
1 Toyota-cho, Toyota City, Aichi Prefecture
   
Effective Date of Reporting Duty:
June 14, 2010
   
Filing Date:
June 16, 2010
   
Total Number of Filers and Joint Holders (persons):
2
   
Filing Method:
Jointly
   
Reason for Filing of Report on Amendment:
Execution of Material Agreements Related to Shares, etc.


I. 
Matters Regarding Issuer

Name of Issuer
JTEKT Corporation
Code Number
6473
Listed / Over-the-counter
Listed
Financial Instruments Exchange(s) on which the relevant securities are listed
Tokyo, Osaka, Nagoya


II. 
Matters Regarding Filer

 
1.
Filer (Bulk Holder)/1
 
(1)
Profile of Filer
 
[1]
Filer (Bulk Holder)
Individual / Judicial person
Judicial person (Joint stock company)
Name
Toyota Motor Corporation
Address or Location of Head Office
1 Toyota-cho, Toyota City, Aichi Prefecture
Former Name
  
Former Address or Location of Head Office
  
 
 
 
 
 
 
[2]
Individual
Date of Birth
  
Occupation
  
Name of Company
  
Address of Company
  

 
 
[3]
Judicial Person
Date of Incorporation
August 27, 1937
Name of Representative
Akio Toyoda
Title of Representative
President
Business Purposes
Manufacture, sale, leasing and repair of motor vehicles, ships, aircraft, other transportation machinery and apparatus, space machinery and apparatus, and parts thereof, etc.

 
[4]
Place to Contact
Place to Contact and Name of Person in Charge
Yuji Maki, Project General Manager, Accounting Division
Telephone Number
0565-28-2121

 
(2)
Holding Purposes
For strategic investment (maintenance and development of the business relationship)

 
(3)
Material Proposals, etc.
Not Applicable.


 
(4)
Breakdown of Stock, etc. Held by Filer
 
[1]
Number of Stock, etc. Held
 
  Main Text of Article 27-23,
Paragraph 3
Article 27-23,
Paragraph 3, Item 1
Article 27-23,
Paragraph 3, Item 2
Shares / Investment Securities, etc. (shares / units)
  
 77,235,087
    
Certificate of Stock Acquisition Rights (shares)
A
 
－
H
Bonds with Stock Acquisition Rights (shares)
B
 
－
I
Covered Warrants relating to Subject Securities
C
 
  
J
Depositary Receipts Representing Ownership Interest in Shares
        
Other Related Depositary Receipts
D
 
  
K
Beneficiary Certificates for Shares Trust
        
Beneficiary Certificates for Equity Securities Trust
E
 
  
L
Bonds Redeemable by Subject Securities
F
 
  
M
Shares Convertible to Other Company’s Shares, etc.
G
 
  
N
Total (shares / units)
 O
 77,235,087
P
Q
 
 
 
 
 
Number of Shares, etc., which were Transferred through a Margin Transaction and which are to be Deducted
 R
 
  
Number of Shares, etc., with respect to which Certain Rights such as Claim for Delivery are Granted between Joint Holders and which are to be Deducted
 S
 
  
Number of Shares, etc. Held (Total) (O+P+Q-R-S)
 T
 77,235,087
  
Number of Potentially Diluted Shares Held
(A+B+C+D+E+F+G+H+I+J+K+L+M+N)
 U
 
  
 
 
[2]
Percentage of Shares, etc. Held
Total Number of Issued Shares, etc.
(shares / units) (as of June 14, 2010)
 V
  341,206,607   
 
Percentage of Shares, etc. Held by the Above-described Filer (%)
(T/(U+V)×100)
  
 22.64   
 
Percentage of Shares, etc. Held Stated in the Preceding Report (%)
  
 22.77   
 

 
 
(5)
Conditions concerning Acquisition or Disposal during the Last Sixty (60) Days of Shares, etc. Issued by Issuing Company
Date
Kind of Stock, etc.
Number
Percentage
Whether on or outside the Market
Acquisition / Disposal
Unit Price
June 14, 2010
Shares of common stock
4,800,000
1.41
Outside the Market
Acquisition
JPY 866

 
 
(6)
Material Agreements Including Security Agreements Related to Shares, etc.
With respect to the offering of shares of common stock of the issuing company, Toyota Motor Corporation (“TMC”) covenanted with Daiwa Securities Capital Markets Co. Ltd. that TMC would not conduct, or cause any third party to conduct, an assignment, disposal, etc., in relation to the shares, etc., of the issuing company from and including June 7, 2010 to and including December 12, 2010, without obtaining the prior written approval of Daiwa Securities Capital Markets Co. Ltd.; except that TMC, even during the above-stated period, would be allowed to require the issuing company to purchase shares of the issuing company constituting less than one (1) unit, or sell shares of the issuing company in response to a stock repurchase to be conducted by the issuing company.

 
(7)
Funds for Acquisition of Shares, etc. Held
 
[1]
Breakdown of Funds for Acquisition
Amount of Own Funds (W) (JPY 1,000)
9,792,503
Total Amount of Borrowed Funds (X)
(JPY 1,000)
  
Total Amount of Other Funds (Y)
(JPY 1,000)
  
Breakdown of Above (Y)
Acquired 23,865,999 shares through a merger
Total Amount of Funds for Acquisition
(JPY 1,000) (W+X+Y)
9,792,503
 
 
 
 
 
 
[2]
Breakdown of Borrowings
Name
(Name of Branch)
Type of Business
Name of Representative
Location
Purpose of Borrowing
Amount (JPY 1,000)
Not Applicable.
          

 
 
[3]
Name, etc. of Lender
Name
(Name of Branch)
Name of Representative
Location
Not Applicable.
    

 
 
 
 
 
 
 
 
 
 
 

 
2.
Filer (Bulk Holder)/2
 
(1)
Profile of Filer
 
[1]
Filer (Bulk Holder)
Individual / Judicial person
Judicial person (Joint stock company)
Name
Hino Motors, Ltd.
Address or Location of Head Office
1-1, Hinodai 3-chome, Hino-shi, Tokyo
Former Name
  
Former Address or Location of Head Office
  

 
[2]
Individual
Date of Birth
  
Occupation
  
Name of Company
  
Address of Company
  

 
 
[3]
Judicial Person
Date of Incorporation
May 1, 1942
Name of Representative
Yoshio Shirai
Title of Representative
President
Business Purposes
Manufacture and sale of trucks and buses, and development, designing of products related thereto and offering of other services, etc.

 
[4]
Place to Contact
Place to Contact and Name of Person in Charge
Yutaka Otsu, General Manager, Finance & Accounting Div.
Telephone Number
042-586-5085

 
(2)
Holding Purposes
For strategic investment (maintenance and development of the business relationship)

 
(3)
Material Proposals, etc.
Not Applicable.
 
 
 
 
 
 
(4)
Breakdown of Stock, etc. Held by Filer
 
[1]
Number of Stock, etc. Held
 
  Main Text of Article 27-23,
Paragraph 3
Article 27-23,
Paragraph 3, Item 1
Article 27-23,
Paragraph 3, Item 2
Shares / Investment Securities, etc. (shares/ units)
  
530,887
    
Certificate of Stock Acquisition Rights (shares)
 A
 
－
H
Bonds with Stock Acquisition Rights (shares)
 B
 
－
I
Covered Warrants relating to Subject Securities
 C
 
  
J
Depositary Receipts Representing Ownership Interest in Shares
        
Other Related Depositary Receipts
 D
 
  
K
Beneficiary Certificates for Shares Trust
        
Beneficiary Certificates for Equity Securities Trust
 E
 
  
L
Bonds Redeemable by Subject Securities
 F
 
  
M
Shares Convertible to Other Company’s Shares, etc.
 G
 
  
N
Total (shares / units)
 O
 530,887
P
Q
Number of Shares, etc., which were Transferred through a Margin Transaction and which are to be Deducted
 R
 
Number of Shares, etc., with respect to which Certain Rights such as Claim for Delivery are Granted between Joint Holders and which are to be Deducted
 S
 
Number of Shares, etc. Held (Total) (O+P+Q-R-S)
 T
 530,887
 
Number of Potentially Diluted Shares Held
(A+B+C+D+E+F+G+H+I+J+K+L+M+N)
 U
 
 
 
[2]
Percentage of Shares, etc. Held
Total Number of Issued Shares, etc. (shares / units)
(as of June 14, 2010)
 V
  341,206,607  
   
Percentage of Shares, etc. Held by the Above-
described Filer (%) (T/(U+V)×100)
  
 0.16  
   
Percentage of Shares, etc. Held Stated in the
Preceding Report (%)
  
 0.17  
   
 
 
 
 
 
 
 
(5)
Conditions concerning Acquisition or Disposal during the Last Sixty (60) Days of Shares, etc. Issued by Issuing Company
Date
Kind of Stock, etc.
Number
Percentage
Whether on or outside the Market
Acquisition / Disposal
Unit Price
 Not Applicable.
            

 
(6)
Material Agreements Including Security Agreements Related to Shares, etc.
Not Applicable.

 
(7)
Funds for Acquisition of Shares, etc. Held
 
[1]
Breakdown of Funds for Acquisition
Amount of Own Funds (W) (JPY 1,000)
342,367
Total Amount of Borrowed Funds (X)
(JPY 1,000)
  
Total Amount of Other Funds (Y)
(JPY 1,000)
  
Breakdown of Above (Y)
  
Total Amount of Funds for Acquisition
(JPY 1,000) (W+X+Y)
342,367

 
[2]
Breakdown of Borrowings
Name
(Name of Branch)
Type of Business
Name of Representative
Location
Purpose of Borrowing
Amount (JPY 1,000)
Not Applicable.
          

 
[3]
Name, etc. of Lender
Name
(Name of Branch)
Name of Representative
Location
Not Applicable.
    
 
 
 
 
 
III.
Matters Regarding Joint Holder

Not Applicable.

 
 
 
 
 
 
 
 
 
 
 
 
IV. 
Summary List Regarding Filer and Joint Holders

 
1.
Filer and Joint Holders
 
 
(1) 
Toyota Motor Corporation
 
(2) 
Hino Motors, Ltd.
 
 
 
2.
Breakdown of Stock, etc. Held by Filer and Joint Holders
 
(1)
Number of Stock, etc. Held
 
  Main Text of Article 27-23,
Paragraph 3
Article 27-23,
Paragraph 3, Item 1
Article 27-23,
Paragraph 3, Item 2
Shares / Investment Securities, etc. (shares / units)
  
 77,765,974
    
Certificate of Stock Acquisition Rights (shares)
 A
 
－
H
Bonds with Stock Acquisition Rights (shares)
 B
 
－
I
Covered Warrants relating to Subject Securities
 C
 
  
J
Depositary Receipts Representing Ownership Interest in Shares
        
Other Related Depositary Receipts
 D
 
  
K
Beneficiary Certificates for Shares Trust
        
Beneficiary Certificates for Equity Securities Trust
 E
 
  
L
Bonds Redeemable by Subject Securities
 F
 
  
M
Shares Convertible to Other Company’s Shares, etc.
 G
 
  
N
Total (shares / units)
 O
77,765,974  
P
Q
Number of Shares, etc., which were Transferred through a Margin Transaction and which are to be Deducted
 R
 
Number of Shares, etc., with respect to which Certain Rights such as Claim for Delivery are Granted between Joint Holders and which are to be Deducted
 S
 
Number of Shares, etc. Held (Total) (O+P+Q-R-S)
 T
77,765,974  
 
Number of Potentially Diluted Shares Held
(A+B+C+D+E+F+G+H+I+J+K+L+M+N)
 U
 

 
(2)
Percentage of Shares, etc. Held
Total Number of Issued Shares, etc.  (shares / units) (as of June 14, 2010)
 V
341,206,607  
 
 
Percentage of Shares, etc. Held by the Above-described Filer (%)
（T/(U+V)×100）
  
 22.79  
 
Percentage of Shares, etc. Held Stated in the Preceding Report (%)
  
 23.00  
 
 
 
 
 
 
 
(3)
Breakdown of Percentage of Shares, etc. Jointly Held
Name(s) of Filer and Joint Holders
Number of Shares, etc. Held (Total) (shares / units)
Percentage of Shares, etc. Held (%)
Toyota Motor Corporation
 77,235,087   
 22.64   
Hino Motors, Ltd.
 530,887   
 0.16   
Total
 77,765,974   
 22.79