Report of Foreign Issuer (6-k)
11 April 2016 - 11:12PM
Edgar (US Regulatory)
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign
Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities
Exchange Act of 1934
For the month of April 2016.
Commission File Number:
333-13896
NIDEC
CORPORATION
(Translation of registrant's name into English)
338
KuzeTonoshiro-Cho,
Minami-Ku,Kyoto 601-8205 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): _
Table of
Contents
EXHIBITS
Exhibit
Number
1
Table of
Contents
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.
Date: April 11, 2016
|
|
|
|
|
|
|
|
NIDEC CORPORATION
|
|
|
|
|
By:
/S/ Masahiro
Nagayasu
|
|
|
|
|
General Manager, Investor Relations
|
|
2
Table of Contents
FOR IMMEDIATE
RELEASE
NIDEC
CORPORATION
New
York Stock Exchange symbol: NJ
Tokyo Stock
Exchange code: 6594
Contact:
|
|
Masahiro
Nagayasu
|
|
General
Manager
|
|
Investor
Relations
|
|
+81-75-935-6140
|
|
ir@nidec.com
|
Released on April 11, 2016, in Kyoto, Japan
Nidec Announces Schedule for Delisting American Depositary Shares
from New York Stock Exchange
Nidec Corporation (the Company) hereby announces, based on the resolution of the Board of Directors made on April 9, 2016, that the Company will apply for voluntary delisting of its American Depositary Shares (ADSs) from the New York Stock Exchange (the NYSE) and intends to file for the termination of registration of its ADSs under the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act), that the Company will notify the New York Stock Exchange (the NYSE) on April 11, 2016 (Eastern Standard Time in the U.S.), and that the Company will apply for voluntary delisting of its ADSs from the NYSE.
1. Reasons for Delisting
The Company listed its ADSs on the NYSE in September 2001 mainly to diversify its opportunities for fund-raising and to raise the visibility of the NIDEC brand. Since then, the Company has made efforts to enhance disclosures for shareholders and investors with the goal of deepening their understanding of the Company, in addition to complying with the disclosure requirements of U.S. securities laws and regulations, providing consolidated financial statements in accordance with accounting principles generally accepted in the United States (U.S. GAAP), and establishing internal controls in accordance with the Sarbanes-Oxley Act of 2002.
Meanwhile, the external environment has significantly changed as indicated by the increases in trading volume of Japanese stocks through stock exchanges in Japan by overseas investors due to the internationalization of the Japanese financial and capital markets, as well as the narrowing of the gap between U.S. and Japanese disclosure standards with respect to financial reporting due to a series of amendments to Japanese laws and regulations and accounting standards.
While the Company believes the initial objectives of the U.S. ADS listing were mainly achieved, it has judged that the continued listing on the NYSE is not economically justified, taking into account the market changes as stated above and the fact that the trading volume of its ADSs on the NYSE accounts for only a small fraction of the total trading volume of its shares. Therefore, the Company has decided to apply for voluntary delisting of its ADSs from the NYSE and for termination of registration of its ADSs with the U.S. Securities and Exchange Commission (the SEC) under the Exchange Act.
2. Stock Exchanges on which the Company Will Maintain its Listings
The Company will maintain its listings on the Tokyo Stock Exchange.
3. Delisting Schedule (Eastern Standard Time in the U.S.)
April 11, 2016
|
The Company to provide the NYSE with a written pre-notice of the delisting application
|
April 21, 2016
|
The Company to file Form 25 with the SEC for delisting from the NYSE and deregistration with the SEC
|
May 2, 2016
|
Delisting to become effective
The Company to file Form 15F with the SEC to terminate its reporting obligations under the Exchange Act
|
July 2016
|
Deregistration with the SEC to become effective
Termination of the Companys reporting obligations under the Exchange Act to become effective
|
4. Future Plans
After the delisting of its ADSs from the NYSE, the Company intends to maintain its American Depositary Receipt Program in the United States, and therefore anticipates that its ADSs will continue to be traded in the United States on the over-the-counter market.
While the Companys reporting obligations under the Exchange Act (including the obligation to file annual reports on Form 20-F) will be terminated, the Company will continue to disclose financial statements and other information, in English, on its website to ensure that its overseas shareholders and investors will continue to have access to appropriate information about the Company.
5. Contact Information for Inquiries regarding the Companys ADSs
JPMorgan Service Center (U.S.) Tel:
|
U.S.: 800-990-1135 (toll free)
International: +1- 651-453-2128
|
Website:
|
www.adr.com
|
E-mail:
|
jpmorgan.adr@wellsfargo.com
|
Shareholder Service Representatives are available Monday through Friday, from 7:00 a.m. to 7:00 p.m. Eastern Time in the U.S.
Nidec (PK) (USOTC:NJDCY)
Historical Stock Chart
From Jan 2025 to Feb 2025
Nidec (PK) (USOTC:NJDCY)
Historical Stock Chart
From Feb 2024 to Feb 2025