Determination of Number of New Shares to Be Issued in an Offering of New Shares
Tokyo, December 11, 2009 – Hitachi, Ltd. (Hitachi; TSE:6501 / NYSE:HIT) announced the determination of the number of shares to be issued pursuant to the exercise of the option to purchase additional shares of Hitachi’s common stock granted to the international managers in connection with the issuance and sales of new shares pursuant to a decision by Hitachi’s President and Chief Executive Officer on November 16, 2009.
Number of shares to be issued in an offering conducted overseas (provided, however, that sales of shares in the United States and Canada will be limited to qualified institutional buyers) pursuant to the exercise of the option to purchase additional shares of Hitachi common stock granted by Hitachi to the international managers
90,000,000 shares
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1. Number and Type of New Shares to Be Offered
A total of 1,090,000,000 shares of Hitachi’s common stock, as shown in (1) through (3).
1. 400,000,000 shares of Hitachi’s common stock to be purchased and underwritten by Japanese underwriters in a public offering conducted in Japan.
2. 600,000,000 shares of Hitachi’s common stock to be purchased and underwritten by international managers in an offering conducted overseas.
3. An additional 90,000,000 shares of Hitachi’s common stock to be issued pursuant to the exercise of the option to purchase granted by Hitachi to the international managers in an offering conducted overseas.
2. Change in the Number of Issued Shares as a Result of the Capital Increase by Way of Offering of New Shares
1. Total number of issued shares at present: 3,368,126,056 shares
2. Increase in number of issued shares by way of offering of new shares: 1,090,000,000 shares
3. Total number of issued shares after the offering of new shares: 4,458,126,056 shares
In addition, a maximum of 60,000,000 shares of Hitachi’s common stock may be issued to a Japanese underwriter as an allottee on December 25, 2009, by way of the third-party allotment in connection with a secondary offering by way of over-allotment.
3. Use of Proceeds
Hitachi intends to use the net proceeds from the Japanese offering, international offering, the issuance of new shares by way of third-party allotment and the issuance of 130% Call Option Attached Unsecured Convertible Bond Type Bonds with Stock Acquisition Rights (8th Series) (with inter-bond pari passu clause), estimated to be, in total, no greater than ¥349,292 million, to fund capital expenditures of ¥220.0 billion to strengthen its Social Innovation Business, to make investments of ¥40.0 billion to strengthen its Social Innovation Business and to use the remainder to repay Hitachi’s debt.
Please refer to “Issuance and Sale of New Shares and Issuance of Call Option Attached Unsecured Bonds with Stock Acquisition Rights (Convertible Bonds)” announced on November 16, 2009 for more details of Hitachi’s plan for use of proceeds.