Pioneer : Announces Reduction of Additional Paid-in Capital and Appropriation of Surplus (PDF 102 KB)

Pioneer Corporation has announced, by a resolution of a meeting of its Board of Directors held today, that the Company will submit a proposal on the reduction of additional paid-in capital and appropriation of surplus to the 71st Ordinary General Meeting of Shareholders to be held on June 28, 2017, as follows:

1. Purpose

   The Company will reduce additional paid-in capital on non-consolidated basis and appropriate surplus, in order to ensure the flexibility and mobility of its capital policies in the future and to prepare for early resumption of dividend payments, at the same time to cover the deficit of retained earnings brought forward.

2. Details

3. The Company will reduce the partial amount of additional paid-in capital as of March 31, 2017, pursuant to Article 448, Paragraph 1 of the Companies Act of Japan. The Company will transfer such amount of additional paid-in capital to other capital reserve, as follows.

4. Item and amount to be reduced:

   Additional paid-in capital 7,000,000,000 yen

5. Item and amount to be increased:

   Other capital reserve 7,000,000,000 yen

6. The Company will reduce the partial amount of other capital reserve and transfer it to retained earnings brought forward so that the deficit in retained earnings brought forward is covered, pursuant to Article 452 of the Companies Act of Japan, as follows:

7. Item and amount to be reduced:

   Other capital reserve 24,871,733,728 yen

8. Item and amount to be increased:

   Retained earnings brought forward 24,871,733,728 yen

   [For Reference]

   Components of net assets (non-consolidated basis) before/after the transfers

   Common stock	¥	91,731	¥	91,731	¥	-
   Capital surplus	56,015	31,144	(24,871)
   Additional paid-in
   capital	26,288		19,288		(7,000)
   Other capital reserve	29,727		11,855		(17,871)
   Retained earnings reserve	(24,871)		-		24,871
   Retained earnings brought forward	(24,871)		-		24,871
   Treasury stock	(11,051)		(11,051)		-
   Valuation and translation adjustments	(255)		(255)		-
   Total	¥111,569		¥111,569		¥	-

   (In millions of yen) Before Transfers After Transfers Increase/(Decrease)

9. Schedules pursuant to the Companies Act of Japan

10. Board resolution May 12, 2017

11. Shareholders resolution June 28, 2017 (scheduled)

12. Public notice to creditors June 29, 2017 (scheduled)

13. End of exercise period of creditors' opposition rights

    July 29, 2017 (scheduled)

14. Effective date July 31, 2017 (scheduled)

15. Outlook

16. The above transactions are transfer of items within the net assets section of non- consolidated balance sheets, and accordingly the total amount of net assets will remain unchanged. Also, the business results of the Company will not be affected on either consolidated or non-consolidated basis. The above transactions are subject to approval of the annual general meeting of shareholders to be held on June 28, 2017.

    Cautionary Statement with Respect to Forward-Looking Statements

    Statements made in this release with respect to our current plans, estimates, strategies and beliefs, and other statements that are not historical facts are forward-looking statements about our future performance. These statements are based on management's assumptions and beliefs in light of the information currently available to it. We caution that a number of important risks and uncertainties could cause actual results to differ materially from those discussed in the forward-looking statements, and therefore you should not place undue reliance on them. It is not our obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. We disclaim any such obligation. Risks and uncertainties that might affect us include, but are not limited to: (i) general economic conditions in our markets, particularly levels of consumer spending, and levels of demand in the major industrial sectors which we serve; (ii) exchange rates, particularly between the Japanese yen and the U.S. dollar, the euro, and other currencies in which we make significant sales or in which our assets and liabilities are denominated;

    (iii) our ability to continuously design and develop and win acceptance for our products in extremely competitive markets; (iv) our ability to successfully implement our business strategies; (v) the success of our joint ventures, alliances and other business relationships with third parties; (vi) our ability to access funding;

    (vii) our continued ability to devote sufficient resources to research and development, and capital expenditure; (viii) our ability to ensure the quality of our products; (ix) conditions in which we are able to continuously procure key parts essential to our manufacturing operations; and (x) the outcome of contingencies.

    Pioneer Corporation is a leading global manufacturer of car electronics products. Its shares are traded on the Tokyo Stock Exchange.

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    For further information, please contact: Investor Relations & Public Relations Division Corporate Management Division

    Pioneer Corporation, Tokyo

    Phone: +81-3-6634-8777 / Fax: +81-3-6634-8745

    E-mail: pioneer_ir@post.pioneer.co.jp IR Website: http://pioneer.jp/en/ir/