Form 6-K
Table of Contents

 

FORM 6-K

 

U.S. 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

 

Commission File Number: 1-15270

 

Supplement for the month of June 2003.

Total number of pages:10.

The exhibit index is located on page 2.

 

NOMURA HOLDINGS, INC.

(Translation of registrant’s name into English)

 

9-1, Nihonbashi 1-chome

Chuo-ku, Tokyo 103-8645

Japan

(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             

 

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-

 


Table of Contents

 

Information furnished on this form:

 

EXHIBIT

 

Exhibit Number


         

Page Number


1. [Joint Venture in China to Become Wholly-owned Subsidiary]

    

4

2. [99th Ordinary General Meeting of Shareholders & Proceedings of the Meeting]

    

6

3. [Notice of Stock Repurchase from the Market]

    

7

4. [(English Translation) Report on Corporate Stock Repurchase]

    

8

 

2


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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.

 

NOMURA HOLDINGS, INC.

By:

 

/s/    MASANORI ITATANI


   

Masanori Itatani

Director

 

Date:   June 5, 2003

 

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LOGO

 

Tokyo, 3 June 2003

 

Joint Venture in China to Become Wholly-owned Subsidiary

 

Today, Nomura Holdings, Inc. (NHI) announced that it has made Nomura-CITIC International Economic Consultants Co., Ltd. (Nomura-CITIC) (Headquarters: Beijing, China. CEO: Yao Jinrong. President: Toyokazu Shirahata), a joint venture in China, its wholly-owned subsidiary. NHI has already concluded parent company registration procedures for the new company, Nomura Corporate Advisory (China) Co., Ltd.

 

Nomura-CITIC was set up in December 1993 to provide consultancy services to overseas businesses, primarily Japanese companies, looking to move into the Chinese market. Since then it has built an impressive track record, providing consultation services on approximately 200 occasions for the establishment of local subsidiaries and undertaking around 250 research projects, including the formulation of business strategies for companies looking to invest in China.

 

NHI aims to utilize the Nomura Group’s integrated corporate strength to heighten Nomura-CITIC’s management flexibility so as to enable it to respond more precisely to changes in China’s business environment.

 

Nomura Corporate Advisory (China) Co., Ltd. will utilize Nomura-CITIC’s know how to further develop Nomura’s consulting business in China in order to respond to the increasingly sophisticated needs of clients seeking to enter the Chinese market, for example through Japan-China cross-border M&A activity.

 

Though the joint venture is to be dissolved, Nomura will maintain friendly relations with CITIC Group members, such as China International Economic Consultants.

 

    

Before


  

After


Corporate name

  

Nomura-CITIC International

Economic Consultants Co., Ltd.

  

Nomura Corporate Advisory

(China) Co., Ltd.

Shareholders

  

China International Economic

Consultants Co., Ltd. 40%

Nomura Holdings, Inc. 30%

Nomura Securities Co., Ltd. 10%

JAFCO Co., Ltd. 10%

Nomura Research Institute, Ltd. 10%

  

Nomura Holdings, Inc. 100%

CEO

  

Yao Jinrong

  

Toyokazu Shirahata

Capital

  

USD 500,000

  

USD 500,000

Headquarters

  

Beijing Fortune Building, China

  

Beijing Fortune Building, China

 

4


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                                                                                                     Ends                                                                                                     

 

For further information please contact:

 

Name


  

Company


  

Telephone


Masafumi Yoshino

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

Tsukasa Noda

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

James Pobjoy

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

 

Notes to editors:

 

The Nomura Group

 

Nomura Group, with its core businesses of the securities and related businesses, is dedicated to providing a broad range of financial services for individual, institutional, corporate and government customers. We offer a diverse line of competitive products and value-added financial and advisory services through the 128 domestic branch offices of Nomura Securities Co., Ltd. and our overseas network that combines offices in 28 countries. Our business activities include investment consultation services for domestic retail investors, securities brokerage services, securities underwriting for domestic and foreign governments and corporations, mergers and acquisition and financial advisory services, merchant banking, and asset management for investment trusts and pension funds.

 

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LOGO

 

Tokyo, 5 June 2003

 

99th Ordinary General Meeting of Shareholders & Proceedings of the Meeting

 

The 99th Ordinary General Meeting of Shareholders of Nomura Holdings, Inc. will come to order at 10:00 a.m. on June 26, 2003. The proceedings of the meeting will be posted in both Japanese and English on Nomura’s homepage.

 

Nomura began posting the details of proceedings of its general shareholders’ meetings on the Internet five years ago. The Nomura homepage will provide a transcript of the proceedings, an agenda item time record and photographs.

 

On June 26, proceedings can also be accessed during business hours via computers installed at sales corners in branch offices nationwide.

 

Nomura Homepage:

http://www.nomuraholdings.com/investor/shm/index.html

 

 

                                                                                                     Ends                                                                                                     

 

For further information please contact:

 

Name


  

Company


  

Telephone


Masafumi Yoshino

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

Tsukasa Noda

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

James Pobjoy

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

 

Notes to editors:

 

The Nomura Group

 

Nomura Group, with its core businesses of the securities and related businesses, is dedicated to providing a broad range of financial services for individual, institutional, corporate and government customers. We offer a diverse line of competitive products and value-added financial and advisory services through the 128 domestic branch offices of Nomura Securities Co., Ltd. and our overseas network that combines offices in 28 countries. Our business activities include investment consultation services for domestic retail investors, securities brokerage services, securities underwriting for domestic and foreign governments and corporations, mergers and acquisition and financial advisory services, merchant banking, and asset management for investment trusts and pension funds.

 

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LOGO

 

Tokyo, 5 June 2003

 

Notice of Stock Repurchase from the Market

 

Today, Nomura Holdings, Inc. (NHI) announced that, pursuant to the provisions of Article 210 of the Commercial Code, NHI has repurchased shares from the market with details as follows:

 

1.    Type of shares:

  

NHI common stock

2.    Purchase period:

  

May 9, 2003 through June 5, 2003

3.    Number of shares repurchased:

  

3,123,000 shares

4.    Aggregate purchase amount:

  

JPY 3,624,217,000

5.    Method of repurchase:

  

Purchase at Tokyo Stock Exchange

 

Reference:

Details of the stock repurchase program authorized at the 98th Annual General Meeting of Shareholders held on June 26, 2002

 

1.    Type of shares:

  

NHI common stock

2.    Total number of shares authorized for repurchase:

  

Up to 100,000,000 shares

3.    Total value of shares authorized for repurchase:

  

Up to ¥250 billion

 

Number of stocks repurchased up to June 5, 2003

 

1.    Aggregate number of shares repurchased

  

25,059,000 shares

2.    Aggregate value of shares repurchased

  

JPY 32,913,934,000

 

                                                                                                     Ends                                                                                                     

 

For further information please contact:

 

Name


  

Company


  

Telephone


Toshiyasu Iiyama

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

Tsukasa Noda

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

James Pobjoy

  

Corporate Communications Dept., Nomura Group Headquarters

  

+81-3-3278-0591

 

Notes to editors:

 

The Nomura Group

 

Nomura Group, with its core businesses of the securities and related businesses, is dedicated to providing a broad range of financial services for individual, institutional, corporate and government customers. We offer a diverse line of competitive products and value-added financial and advisory services through the 128 domestic branch offices of Nomura Securities Co., Ltd. and our overseas network that combines offices in 28 countries. Our business activities include investment consultation services for domestic retail investors, securities brokerage services, securities underwriting for domestic and foreign governments and corporations, mergers and acquisition and financial advisory services, merchant banking, and asset management for investment trusts and pension funds.

 

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Table of Contents

(English Translation)

 

Report on Corporate Stock Repurchase

(report pursuant to Article 24-6, paragraph 1 of Securities and Exchange Law)

 

Director General of Kanto Finance Bureau

 

June 5, 2003

 

Nomura Holdings, Inc.

President & CEO    Nobuyuki Koga

 

Address of Principal Office: 9-1, Nihonbashi 1-chome, Chuo-ku, Tokyo, JAPAN

TEL: 81-3-5255-1000

Contact Person: Nomura Holdings, Inc.

 General Manager of General Affairs Dept.    Katsuo Tsunematsu

 

Address of Nearest Contact: Same as the above

TEL: Same as the above

Contact Person: Same as the above

 

Locations where Copies of Report of Corporate Stock Repurchase are Available for Public Inspection

 

Name


 

Address


Tokyo Stock Exchange, Inc.

 

2-1, Kabutocho, Nihonbashi, Chuo-ku, Tokyo

Osaka Securities Exchange Co., Ltd.

 

1-6-10, Kitahama, Chuo-ku, Osaka

Nagoya Stock Exchange Co., Ltd.

 

3-3-17, Sakae, Naka-ku, Nagoya

Osaka Branch of Nomura Securities Co., Ltd.

 

2-5-4, Kitahama, Chuo-ku, Osaka

Nagoya Branch of Nomura Securities Co., Ltd.

 

2-19-22, Nishiki, Naka-ku, Nagoya

Yokohama Branch of Nomura Securities Co., Ltd.

 

4-52, Onoecho, Naka-ku, Yokohama

Kobe Branch of Nomura Securities Co., Ltd.

 

1-5-32, Sannomiyacho, Chuo-ku, Kobe

Chiba Branch of Nomura Securities Co., Ltd.

 

1-14-13, Fujimi, Chuo-ku, Chiba

 

(Note) Although the Securities and Exchange Law does not require us to keep the report for public inspection at Osaka, Nagoya, Yokohama, Kobe and Chiba Branches of Nomura Securities Co., Ltd., we will do so for investors’ convenience.

 

 

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Table of Contents

(English Translation)

 

Class of Shares                                                      Common Stock

 

1.   State of Corporate Stock Repurchase

 

(1)    State of Repurchase in accordance with the Resolution at Annual General Meeting of Shareholders (“AGM”)

 

as of May 31, 2003

 

Section


  

Number of Shares


    

Total Value of Shares


  

Remarks


Resolution at AGM (Resolution on June 26, 2002)

       

100,000,000 shares

 

  

250,000,000,000 yen

  

(Note)

Stock repurchase during this reporting month

(Date of Stock Repurchase)

  

May 16

  

547,000 shares

 

  

646,466,000 yen

    
  

May 19

  

1,234,000 shares

 

  

1,427,214,000 yen

    
  

May 20

  

453,000 shares

 

  

520,538,000 yen

    
  

May 21

  

595,000 shares

 

  

688,621,000 yen

    
  

May 22

  

294,000 shares

 

  

341,378,000 yen

    
  

Total

  

3,123,000 shares

 

  

3,624,217,000 yen

    

Aggregate number of shares repurchased as of the end of this reporting month

       

25,059,000 shares

 

  

32,913,934,000 yen

    

Progress with stock repurchase

       

25.1

%

  

13.2%

    

 

(Note) The ratio of (i) the total number of shares for authorized for repurchase at the annual general meeting of shareholders pursuant to Article 210, paragraph 1 under the Commercial Code divided by (ii) the total number of outstanding shares as of the date of closing of the annual general meeting of shareholders is 5.1%.

 

(2)    Repurchase from Subsidiaries

 

Not applicable.

 

(3)    Repurchase for Retirement of Shares by Valuation Allowance

 

Not applicable.

 

2.   Disposition of Shares Repurchased

 

Not applicable.

 

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(English Translation) 

 

3.   State of Possession of Shares Repurchased

 

as of May 31, 2003

Section


  

Number of Shares


    

Remarks


Total number of outstanding shares

  

1,965,919,860 shares

      

Number of shares repurchased and currently possessed

  

25,059,000 shares

      

Number of shares repurchased and currently possessed for retirement of shares by valuation allowance

  

—  

      

 

(End)

 

10