FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 1-7616
PIONEER CORPORATION
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(Translation of registrant's name into English)
4-1, MEGURO 1-CHOME, MEGURO-KU, TOKYO 153-8654, JAPAN
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(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F:
Form 20-F X Form 40-F
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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
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If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
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.
PIONEER CORPORATION
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(Registrant)
Date: February 19, 2004
By /s/ Kaneo Ito
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Kaneo Ito
President and Representative Director
This report on Form 6-K contains the following:
1. The announcement released by the Company to the press in Japan dated
February 16, 2004, concerning the issuance of Euro Yen Zero Coupon
Convertible Bonds due 2011.
2. The announcement released by the Company to the press in Japan dated
February 16, 2004, concerning the determination of the terms of issue, etc.
of Euro Yen Zero Coupon Convertible Bonds due 2011.
3. The announcement released by the Company to the press in Japan dated
February 18, 2004, concerning the determination of the total amount of
issue of Euro Yen Zero Coupon Convertible Bonds due 2011.
FOR IMMEDIATE RELEASE
FEBRUARY 16, 2004
PIONEER ANNOUNCES ISSUANCE OF
EURO YEN ZERO COUPON CONVERTIBLE BONDS DUE 2011
TOKYO -- Pioneer Corporation has announced that it resolved, at the meeting of
its board of directors held on February 16, 2004, to issue the Euro Yen Zero
Coupon Convertible Bonds due 2011 (bonds with stock acquisition rights,
tenkanshasaigata shinkabu yoyakuken-tsuki shasai) (the "Bonds") in the maximum
principal amount of 60 billion yen (including those in the maximum amount of 10
billion yen to be issued upon exercise of the greenshoe option).
Use of Proceeds
The net proceeds of the issue of the Bonds will be applied principally
towards (i) investment in plasma display business including the
proposed acquisition from NEC Corporation ("NEC") of the issued share
capital of its subsidiary, NEC Plasma Display Corporation, and of the
intellectual property rights relating to plasma displays held by NEC,
and (ii) enhancement of distribution channels in Europe and China.
# # # # # #
For further information, please contact:
Katsuhiro Abe, Executive Vice President
Pioneer Corporation, Tokyo
Phone: +81-3-3494-1111 / Fax: +81-3-3495-4431
E-mail: pioneer_shr@post.pioneer.co.jp
Website: http://www.pioneer.co.jp/corp/ir/index-e.html
This release is not an offer of securities for sale in any region, including
Japan or the United States. The securities may not be offered or sold in the
United States unless they are registered under the U.S. Securities Act of 1933
or exempt from registration thereunder, and any public offering of securities to
be made in the United States will be made by means of a prospectus in English
prepared in accordance with the U.S. Securities Act of 1933, that will contain
detailed information about the issuer and management, as well as financial
statements. This transaction does not involve any public offering of securities
in the United States.
FOR IMMEDIATE RELEASE
FEBRUARY 16, 2004
DETERMINATION OF TERMS OF ISSUE, ETC. OF
EURO YEN ZERO COUPON CONVERTIBLE BONDS DUE 2011
TOKYO -- Pioneer Corporation has announced that it determined the terms of
issue, etc. in respect of the issuance of the Euro Yen Zero Coupon Convertible
Bonds due 2011 (bonds with stock acquisition rights, tenkanshasaigata shinkabu
yoyakuken-tsuki shasai) (the Stock Acquisition Rights incorporated in such Bonds
to be hereinafter referred to as the "Stock Acquisition Rights") which was
resolved at the meeting of its board of directors held on February 16, 2004, as
follows.
Description
Matters Concerning the Stock Acquisition Rights:
(1) Conversion Price * 4,022 yen
(References)
Share price, etc. on Pricing Date (February 16, 2004)
a. Share price (closing price)
on the Tokyo Stock Exchange 3,070 yen
b. Premium
{(Conversion Price *)/
(Share price (closing price)) - 1} x 100 31.0%
* The amount to be paid per share upon exercise of the Stock
Acquisition Rights is referred to as the "Conversion Price."
(2) Amount to be accounted for as stated capital 2,011 yen per share
# # # # # #
For further information, please contact:
Katsuhiro Abe, Executive Vice President
Pioneer Corporation, Tokyo
Phone: +81-3-3494-1111 / Fax: +81-3-3495-4431
E-mail: pioneer_shr@post.pioneer.co.jp
Website: http://www.pioneer.co.jp/corp/ir/index-e.html
This release is not an offer of securities for sale in any region, including
Japan or the United States. The securities may not be offered or sold in the
United States unless they are registered under the U.S. Securities Act of 1933
or exempt from registration thereunder, and any public offering of securities to
be made in the United States will be made by means of a prospectus in English
prepared in accordance with the U.S. Securities Act of 1933, that will contain
detailed information about the issuer and management, as well as financial
statements. This transaction does not involve any public offering of securities
in the United States.
FOR IMMEDIATE RELEASE
FEBRUARY 18, 2004
DETERMINATION OF TOTAL AMOUNT OF ISSUE OF
EURO YEN ZERO COUPON CONVERTIBLE BONDS DUE 2011
TOKYO -- Pioneer Corporation has announced that it determined the total amount
of issue in respect of the Euro Yen Zero Coupon Convertible Bonds due 2011
(bonds with stock acquisition rights, tenkanshasaigata shinkabu yoyakuken-tsuki
shasai) (the "Bonds with Stock Acquisition Rights," of which the Bonds is to be
hereinafter referred to as the "Bonds") as follows, issuance of which was
resolved at the meeting of its board of directors held on February 16, 2004 and
the terms of issue of which was determined thereafter on the same day.
Description
Total Amount of Issue (aggregate principal amount):
The aggregate amount of 60,000,000,000 yen, plus an aggregate
principal amount of the Bonds in respect of replacement Bond Certificates
that may be issued against appropriate evidence and indemnity in case of
loss, theft or destruction of any Bond Certificate.
(References)
Pioneer had granted to the Managers an option to additionally
subscribe for the Bonds with Stock Acquisition Rights up to a further
10,000,000,000 yen in the aggregate principal amount of the Bonds.
Pioneer received a notice to exercise such option in respect of
10,000,000,000 yen in the aggregate principal amount of the Bonds.
Accordingly, the total amount of issue of the Bonds, etc. has been
determined as above.
# # # # # #
For further information, please contact:
Katsuhiro Abe, Executive Vice President
Pioneer Corporation, Tokyo
Phone: +81-3-3494-1111 / Fax: +81-3-3495-4431
E-mail: pioneer_shr@post.pioneer.co.jp
Website: http://www.pioneer.co.jp/corp/ir/index-e.html
This release is not an offer of securities for sale in any region, including
Japan or the United States. The securities may not be offered or sold in the
United States unless they are registered under the U.S. Securities Act of 1933
or exempt from registration thereunder, and any public offering of securities to
be made in the United States will be made by means of a prospectus in English
prepared in accordance with the U.S. Securities Act of 1933, that will contain
detailed information about the issuer and management, as well as financial
statements. This transaction does not involve any public offering of securities
in the United States.