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 July 2002
COMMISSION FILE NUMBER: 1-7239
KOMATSU LTD.
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Translation of registrant's name into English
3-6 Akasaka 2-chome, Minato-ku, Tokyo, 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 whether the registrant by furnishing the information
contained in this Form 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-________
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INFORMATION TO BE INCLUDED IN REPORT
1. Two company announcements made on July 10, 2002
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.
KOMATSU LTD.
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(Registrant)
Date: July 11, 2002 By: /s/ Kenji Kinoshita
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Kenji Kinoshita
(TRANSLATION)
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July 10, 2002
For Immediate Release
Komatsu Ltd.
2-3-6 Akasaka, Minato-ku,
Tokyo 107-8414, Japan
Corporate Communications
Tel: 03-5561-2616
URL: http://www.komatsu.com/
Komatsu to Transform Komatsu Shantui Construction Machinery into Subsidiary
Komatsu Ltd. (hereinafter, Komatsu) today reached a basic agreement with Shantui
Construction Machinery Co., Ltd. (hereinafter, Shantui) that Komatsu (China)
Ltd., a wholly owned subsidiary of Komatsu, will acquire 20% of the equity of
Komatsu Shantui Construction Machinery Co., Ltd. (hereinafter, Komatsu Shantui).
This acquisition will be from Shantui, Komatsu's partner who currently owns 50%
of the equity of Komatsu Shantui, a joint-venture manufacturing and sales
company for construction equipment in China, and that Komatsu and Komatsu
(China) together will own 60% of the equity of Komatsu Shantui. As a result,
Komatsu Shantui will become a subsidiary of Komatsu. With approval by
shareholders of Shantui, permission by the Chinese government and other legal
requirements to be fulfilled, Komatsu and Shantui are planning to execute the
transaction in September this year. The two companies have also reached a basic
agreement that they will jointly facilitate Shantui's production of parts and
components for use by Komatsu Shantui in tandem with expansion of production at
Komatsu Shantui.
1. Reasons for Equity Acquisition
Komatsu Shantui was established in 1995 as a joint-venture company to
manufacture and sell medium-sized hydraulic excavators in China. Since then, the
company has gained recognition from customers, particularly for the high quality
and reliability of its products, and has grown while keeping pace with the
outstanding expansion of the Chinese construction equipment market. Komatsu and
Shantui have come to a mutual understanding that Komatsu will play a leadership
role of aggressive business expansion of Komatsu Shantui in response to
high-growth potential of the Chinese hydraulic excavator market by capitalizing
on its globalization know-how of the construction equipment business. It is
mutually beneficial for each to foster the long-range growth of Komatsu Shantui
as a major production center for hydraulic excavators in China.
At the same time, the two partners will work together to expand the production
of parts and components for hydraulic excavators at Shantui. They have also
agreed that Shantui will establish a new joint venture company either with
Komatsu or Komatsu's supplier when needed.
Komatsu, Shantui and Komatsu Shantui, as a unified team, will work together to
reinforce competitiveness of the hydraulic excavator business and develop new
cooperative relations for a long-range expansion of profits for each. Komatsu
and Shantui have also agreed that the two will continue to hold a broad range of
discussions to maintain and build on mutually beneficial relations as partners
for the construction equipment business in China.
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2. Outline of Komatsu Shantui Construction Machinery Co., Ltd. (To Become
Subsidiary) (as of December 31, 2001)
1) Located: Jining City, Shandong Providence, P.R. China
2) Established: July 18, 1995
3) Paid-in Capital: US$21 million
4) Representatives: Zhang Xiu Wen, Chairman of the Board
Mitsuki Ashizuka, President (full-time)
5) Lines of Business: Manufacture and sale of construction equipment
6) Closing Day: December 31
7) Number of Employees: 412
8) Equity holders and Holding Ratios
Shantui (50%), Komatsu (30%), Komatsu (China) (10%), and Sumitomo
Corporation (10%)
9) Recent Business Performance Unit: Million Yuan
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Year ended December 2000 Year ended December 2001
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Sales 915 1,235
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Net Income 108 166
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Total Assets 591 721
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3. Party From Whom Equity to Purchase
1) Trade Name: Shantui Construction Machinery Co., Ltd.
2) Representatives: Zhou Qing Ting, Chairman of the Board
Zhang Xiu Wen, President
3) Head Office: Jining City, Shandong Providence, P.R. China
4) Line of Business: Manufacture and sale of construction equipment
4. Equity Holding Ratios after Acquisition
1) Before: 40% (including 10% through Komatsu (China))
2) After: 60% (including 30% through Komatsu (China))
5. Schedule
Date of Transaction: Around September 2002 (planned)
6. Outlook
As Komatsu Shantui should become a consolidated subsidiary of Komatsu in the
second half period of fiscal 2002, the effects on consolidated settlement for
the current fiscal year will be limited to the second half period only as
follows.
1) Sales
Approximately 3 billion yen is projected as an affect on sales for the current
fiscal year, reflecting internal transactions such as sales to Komatsu (China).
2) Net Income
Approximately 200 million yen is projected as an affect on net income for the
current fiscal year, because Komatsu has previously included 40% of earnings of
Komatsu Shantui as a company accounted for by the equity method.
(end)
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July 10, 2002
For Immediate Release
Komatsu Ltd.
2-3-6 Akasaka, Minato-ku,
Tokyo 107-8414, Japan
Corporate Communications
Tel: 03-5561-2616
URL: http://www.komatsu.com/
Komatsu to Repurchase Its Common Shares On the Market
This is to notify that Komatsu Ltd. has repurchased its outstanding common
shares on the market pursuant to Article 210 of the Commercial Code of Japan in
the manner as noted below.
Notes
Period of repurchase: From July 3 to July 9, 2002.
Total number of Shares to be repurchased: 950,000 shares.
Total cost of repurchase: 418,002,711 yen.
Method of repurchase: On the Tokyo Stock Exchange market.
[Reference 1]
Authorized at the Annual Meeting of Shareholders held on June 26, 2002.
Type of shares to be repurchased: Outstanding common shares of
Komatsu Ltd.
Total number of shares to be repurchased: 10,000,000 shares at maximum.
Total cost of repurchase: 5,000,000,000 yen at maximum.
[Reference 2]
The total number of shares repurchased through July 9, 2002.
Total number of shares to be repurchased: 950,000 shares.
Total cost of repurchase: 418,002,711 yen.
(end)