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 May, 2005.
Commission File Number: 001-31221
Total number of pages: 13
NTT DoCoMo, Inc.
(Translation of registrant’s name into English)
Sanno Park Tower 11-1, Nagata-cho 2-chome
Chiyoda-ku, Tokyo 100-6150
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):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
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
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-
Information furnished in this form:
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.
| NTT DoCoMo, Inc. | ||||
| Date: May 12, 2005 |
By: |
/S/ WATARU KAGAWA | ||
| Wataru Kagawa Head of Investor Relations | ||||
For Immediate Release
Financial Results Forecasts for Fiscal Year Ending March 31, 2006 Amended
– NTT DoCoMo to Sell Stake in Hutchison 3G UK Holdings –
TOKYO, JAPAN, May 12, 2005 — NTT DoCoMo, Inc. announced today that it will complete the sale of its 20% stake in Hutchison 3G UK Holdings Limited (“H3G UK”) to Hutchison Whampoa Limited (“HWL”) on June 23, 2005.
DoCoMo will record a gain on sale of affiliate shares of approximately 62 billion yen on a consolidated basis in the fiscal year ending March 31, 2006 including foreign currency translation adjustment and as a result, will amend its consolidated financial forecasts, which were announced on May 10, 2005.
The non-consolidated financial forecast remains unchanged.
DoCoMo and HWL signed a Sale and Purchase Agreement on May 27, 2004 under which DoCoMo was to sell its entire stake in H3G UK to HWL for £120 million in three installments to be completed by February 15, 2007. However, HWL notified DoCoMo on May 9, 2005 of its intention to accelerate the final closing of the transaction to June 23, 2005.
For the amended forecasts for the fiscal year ending March 31, 2006, please refer to the attachment.
For further information, please contact:
Masanori Goto
International PR
Public Relations Department
NTT DoCoMo, Inc.
Tel: +81-3-5156-1366
Fax: +81-3-5501-3408
website: http://www.nttdocomo.com
Inquiries may also be made through the following URL:
https://www.nttdocomo.com/presscenter/contact/form.html
1
About NTT DoCoMo
NTT DoCoMo is the world’s leading mobile communications company, serving more than 50 million customers. The company offers a wide variety of leading-edge mobile multimedia services, including i-mode®, which provides e-mail and Internet access to over 44 million subscribers as the world’s most popular mobile Internet service, and FOMA®, launched in 2001 as the world’s first 3G mobile service based on W-CDMA. In addition to wholly owned subsidiaries in Europe and North America, the company is expanding its global reach through strategic alliances with mobile and multimedia service providers in Asia-Pacific and Europe. NTT DoCoMo is listed on the Tokyo (9437), London (NDCM), and New York (DCM) stock exchanges. For more information, visit www.nttdocomo.com.
i-mode and FOMA are trademarks or registered trademarks of NTT DoCoMo, Inc. in Japan and other countries.
NTT DoCoMo’s FOMA service is only available to subscribers in Japan.
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Attachment
Amended Consolidated Financial Results Forecasts
for Fiscal Year Ending March 31, 2006
| (Millions of yen) | ||||||||||
| Operating Revenues |
Operating Income |
Income before Income Taxes |
Net Income | Free Cash | ||||||
| Previous Forecast (A) |
4,805,000 | 810,000 | 812,000 | 497,000 | 590,000 | |||||
| Amended Forecast (B) |
4,805,000 | 810,000 | 874,000 | 533,000 | 614,000 | |||||
| Increase/ (Decrease) (B–A) |
— | — | 62,000 | 36,000 | 24,000 | |||||
|
Change (%)
|
— |
— |
7.6% |
7.2% |
4.1% | |||||
| Results for the Fiscal Year Ended March 31, 2005 |
4,844,610 | 784,166 | 1,288,221 | 747,564 | 1,003,600 | |||||
| * | Free cash flows do not include the changes in investments for cash management purpose . |
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Special Note Regarding Forward-Looking Statements
This release contains forward-looking statements such as forecasts of results of operations, management strategies, objectives and plans, forecasts of operational data such as expected number of subscribers, and expected dividend payments. All forward-looking statements that are not historical facts are based on management’s current plans, expectations, assumptions and estimates based on the information currently available. Some of the projected numbers in this report were derived using certain assumptions that are indispensable for making such projections in addition to historical facts. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from those contained in or suggested by any forward-looking statement. Potential risks and uncertainties include, without limitation, the following:
| • | Competition from other cellular service providers or other technologies could limit our acquisition of new subscribers, retention of existing subscribers and average revenue per unit (ARPU), or may lead to an increase in our costs and expenses. |
| • | The new services and usage patterns introduced by our corporate group may not develop as planned, which could limit our growth. |
| • | The introduction or change of various laws or regulations or the application of such laws and regulations to our corporate group may adversely affect our financial condition and results of operations. |
| • | The introduction of number portability in Japan may increase our expenses, and may lead to a decrease in our number of subscribers if our subscribers choose to switch to other cellular service providers. |
| • | Limitations in the amount of frequency spectrum or facilities made available to us could negatively affect our ability to maintain and improve our service quality and level of customer satisfaction. |
| • | The W-CDMA technology that we use for our 3G system and/or mobile multimedia services may not be introduced by other overseas operators, which could limit our ability to offer international services to our subscribers. |
| • | Our domestic and international investments, alliances and collaborations may not produce the returns or provide the opportunities we expect. |
| • | Our PHS business, which is expected to operate at a loss until the service is terminated, may incur greater losses than we project. |
| • | As electronic payment capability and many other new features are built into our cellular phones, and services of parties other than those belonging to our corporate group are provided through our cellular handsets, potential problems resulting from malfunctions, defects, or missing of handsets or imperfection of services provided by such other parties may arise, which could have an adverse effect on our financial condition and results of operations. |
| • | Social problems that could be caused by misuse or misunderstanding of our products and services may adversely affect our credibility or corporate image. |
| • | Inadequate handling of subscriber information by our corporate group or contractors may adversely affect our credibility or corporate image. |
| • | Earthquakes, power shortages, malfunctioning of equipment, and software bugs, computer viruses, cyber attacks and other problems could cause systems failures in our networks, handsets or other networks required for the provision of service, disrupting our ability to offer services to our subscribers. |
| • | Concerns about wireless telecommunications health risks may adversely affect our financial condition and results of operations. |
| • | Our parent company, Nippon Telegraph and Telephone Corporation (NTT), could exercise influence that may not be in the interests of our other shareholders. |
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Reconciliations of the Disclosed Non-GAAP Financial Measures to
the Most Directly Comparable GAAP Financial Measures
The reconciliations for the year ending March 31, 2006 (forecasts) are provided to the extent available without unreasonable efforts.
1. EBITDA and EBITDA margin
| Billions of yen | ||||||||||||
| Year ending March 31, 2006 (Forecasts) |
Year ended March 31, 2005 |
Year ended March 31, 2004 |
||||||||||
| a. EBITDA |
¥ | 1,580.0 | ¥ | 1,625.7 | ¥ | 1,858.9 | ||||||
| Depreciation and amortization |
(740.0 | ) | (735.4 | ) | (721.0 | ) | ||||||
| Losses on sale or disposal of property, plant and equipment |
(30.0 | ) | (45.7 | ) | (35.0 | ) | ||||||
| Impairment loss |
— | (60.4 | ) | — | ||||||||
| Operating income |
810.0 | 784.2 | 1,102.9 | |||||||||
| Other income (expenses), net |
64.0 | 504.1 | (1.8 | ) | ||||||||
| Income taxes |
(339.0 | ) | (527.7 | ) | (429.1 | ) | ||||||
| Equity in net losses of affiliates |
(2.0 | ) | (12.9 | ) | (22.0 | ) | ||||||
| Minority interests in earnings of consolidated subsidiaries |
— | (0.1 | ) | (0.0 | ) | |||||||
| b. Net income |
533.0 | 747.6 | 650.0 | |||||||||
| c. Total operating revenues |
4,805.0 | 4,844.6 | 5,048.1 | |||||||||
| EBITDA margin (=a/c) |
32.9 | % | 33.6 | % | 36.8 | % | ||||||
| Net income margin (=b/c) |
11.1 | % | 15.4 | % | 12.9 | % | ||||||
| Note: | EBITDA and EBITDA margin, as we use them, are different from EBITDA as defined in Item 10(e) of regulation S-K and may not be comparable to similarly titled measures used by other companies. | |||||
2. ROCE after tax effect
| Billions of yen | ||||||||||||
| Year ending March 31, 2006 (Forecasts) |
Year ended March 31, 2005 |
Year ended March 31, 2004 |
||||||||||
| a. Operating income |
¥ | 810.0 | ¥ | 784.2 | ¥ | 1,102.9 | ||||||
| b. Operating income after tax effect {=a*(1-effective tax rate)} |
478.7 | 463.4 | 639.7 | |||||||||
| c. Capital employed |
4,968.2 | 4,826.4 | 4,810.1 | |||||||||
| ROCE before tax effect (=a/c) |
16.3 | % | 16.2 | % | 22.9 | % | ||||||
| ROCE after tax effect (=b/c) |
9.6 | % | 9.6 | % | 13.3 | % | ||||||
| Notes: |
Capital employed = | Two period ends average of (Shareholders’ equity + Interest bearing liabilities) | ||||||
| Interest bearing liabilities = Current portion of long-term debt + Short-term borrowings + Long-term debt | ||||||||
| Effective tax rate : | Effective tax rate : Year ending March 31, 2006 (Forecasts) and Year ended March 31, 2005 = 40.9% Year ended March 31, 2004 = 42% | |||||||
3. Free cash flows excluding the changes in investments for cash management purpose
| Billions of yen | ||||||||||||
| Year ending March 31, 2006 (Forecasts) |
Year ended March 31, 2005 |
Year ended March 31, 2004 |
||||||||||
| Adjusted free cash flows |
¥ | 614.0 | ¥ | 1,003.6 | ¥ | 862.9 | ||||||
| Changes in investments for cash management purpose |
— | (400.3 | ) | — | ||||||||
| Free cash flows |
614.0 | 603.3 | 862.9 | |||||||||
| Net cash used in investing activities |
(922.0 | ) | (578.3 | ) | (847.3 | ) | ||||||
| Net cash provided by operating activities |
1,536.0 | 1,181.6 | 1,710.2 | |||||||||
| Note: |
Changes in investments for cash management purpose were derived from purchases, redemption at maturity and disposals of financial instruments held for cash management purpose with original maturities of longer than three months. Net cash used in investing activities for the year ending March 31, 2006 are mainly capital expenditures and an investment in credit-card business, and are not taking into account the effect of changes in investments for cash management purpose due to difficulties in forecasting the effect. | |||||
4. Market equity ratio
| Billions of yen | ||||||||||
| Year ending March 31, 2006 (Forecasts) |
Year ended March 31, 2005 |
Year ended March 31, 2004 |
||||||||
| a. Shareholders’ equity |
— | ¥ | 3,907.9 | ¥ | 3,704.7 | |||||
| b. Market value of total share capital |
— | 8,766.0 | 11,541.4 | |||||||
| c. Total assets |
— | 6,136.5 | 6,262.3 | |||||||
| Equity ratio (=a/c) |
— | 63.7 | % | 59.2 | % | |||||
| Market equity ratio (=b/c) |
— | 142.8 | % | 184.3 | % | |||||
| Note: |
Market equity ratio is not forecasted because it is difficult to estimate the market value of total share capital in the future. | |||||
5. Capital expenditures
| Billions of yen | |||||||||||
| Year ending March 31, 2006 (Forecasts) |
Year ended March 31, 2005 |
Year ended March 31, 2004 |
|||||||||
| Capital expenditures |
¥ | 848.0 | ¥ | 861.5 | ¥ | 805.5 | |||||
| Effects of timing differences between acquisition dates and payment dates |
— | 49.6 | (2.6 | ) | |||||||
| Purchases of property, plant and equipment |
— | (668.4 | ) | (625.3 | ) | ||||||
| Purchases of intangible and other assets |
— | (242.7 | ) | (177.6 | ) | ||||||
| Note: |
Capital expenditures are calculated on an accrual basis for the purchases of property, plant and equipment, and intangible assets. In preparing the forecasts for the year ending March 31, 2006, capital expenditures are not broken down into purchases of property, plant and equipment and purchases of intangible and other assets. In addition, effects of timing differences between acquisition dates and payment dates are not estimated for the year ending March 31, 2006. | |||||
Note: The amended parts are underlined.
5
For Immediate Release
NTT DoCoMo Announces Executive Reorganization
TOKYO, JAPAN, May 12, 2005 — NTT DoCoMo, Inc. announced changes to its executive staff to be effective June 21, 2005.
Executives Positions and Organizational Responsibilities (recommended)
| Name |
New Position(s) |
Current Position(s) | ||
| New Organizational Responsibilities
|
Current Organizational Responsibilities
| |||
| Masao
Nakamura |
• President and Chief Executive
• Member of the Board of Directors
|
• President and Chief Executive Officer
• Member of the Board of Directors | ||
| Masayuki
Hirata |
• Senior Executive Vice President
• Managing Director of Global Business Division
• Member of the Board of Directors • Public Relations Department
• Corporate Citizenship Department
• General Affairs Department
• Personnel Development Department
• Investor Relations Department
• Internal Audit Office
• Customer Satisfaction Department
• Affiliated Companies Department
• Corporate Strategy & Planning
|
• Senior Executive Vice President
• Managing Director of Global Business Division
• Member of the Board of Directors • Public Relations Department
• Corporate Citizenship Department
• Personnel Development Department
• Investor Relations Department
• Internal Audit Office
• Customer Satisfaction Department
• Affiliated Companies Department | ||
| Kunio
Ishikawa |
• Senior Executive Vice President
• Managing Director of Network
• Member of the Board of Directors • Information Systems Department
• Procurement and Supply
• Intellectual Property Department
• Information Security Department
|
• Senior Executive Vice President
• Managing Director of Network
• Member of the Board of Directors • Information Systems Department
• Procurement and Supply
• Intellectual Property Department
• Information Security Department |
1
| Seijiro Adachi |
• Senior Executive Vice President
• Member of the Board of Directors • Branches (Marunouchi, Shinjuku,
|
• Senior Executive Vice President
• Member of the Board of Directors • Branches (Marunouchi, Shinjuku, | ||
| Takanori
Utano |
• Executive Vice President
• Managing Director of Research
• Chief Technical Officer
• Member of the Board of Directors
|
• Executive Vice President
• Managing Director of Research and
• Chief Technical Officer
• Member of the Board of Directors | ||
| Kiyoyuki
Tsujimura |
• Executive Vice President
• Managing Director of Products &
• Member of the Board of Directors
|
• Executive Vice President
• Managing Director of Corporate
• Member of the Board of Directors | ||
| Takashi
Sakamoto |
• Executive Vice President
• Managing Director of Marketing
• Member of the Board of Directors
|
• Executive Vice President
• Managing Director of Marketing
• Member of the Board of Directors | ||
| Shuro
Hoshizawa |
• Executive Vice President
• Managing Director of Corporate
• Member of the Board of Directors
|
• Executive Vice President
• Managing Director of Corporate
• Member of the Board of Directors | ||
| Yoshiaki
Ugaki |
• Executive Vice President
• Managing Director of Accounts and
• Chief Financial Officer
• Member of the Board of Directors
|
• Executive Vice President
• Managing Director of Accounts and
• Chief Financial Officer
• Member of the Board of Directors |
2
| Harunari
Futatsugi |
• Senior Vice President
• Managing Director of Personnel
• Member of the Board of Directors
|
• Senior Vice President
• Managing Director of Personnel
• Member of the Board of Directors
| ||
| Kenji Ota |
• Senior Vice President
• Managing Director of General
• Member of the Board of Directors
|
• Executive
Vice President, NTT | ||
| Noriaki Ito |
• Senior Vice President
• Managing Director of Corporate
• Member of the Board of Directors
|
• Executive
Vice President, NTT | ||
| Sakuo
Sakamoto |
• Member of the Board of Directors |
• General Manager, Department I,
| ||
| Seiji Tanaka |
• Executive Vice President
• Deputy Managing Director of
• Managing Director of System
|
• Senior Vice President
• Deputy Managing Director of
• Member of the Board of Directors | ||
| Hideki Niimi
|
• Senior Vice President
• Managing Director of Radio Access
|
• Senior Vice President
• Managing Director of Procurement
• Member of the Board of Directors
| ||
| Yojiro Inoue |
• Senior Vice President
• General Manager, Marunouchi Branch |
• Senior Vice President
• General Manager, Marunouchi
• Member of the Board of Directors
| ||
| Hiroaki
Nishioka |
• Senior Vice President
• General Manager, Kanagawa Branch |
• Senior Vice President
• General Manager, Kanagawa
• Member of the Board of Directors
| ||
| Fumio
Nakanishi |
• Senior Vice President
• Managing Director of DIG |
• Senior Vice President
• Managing Director of DIG
• Member of the Board of Directors
|
3
| Akio Ooshima |
• Senior Vice President
• Managing Director of System |
• Senior Vice President
• Managing Director of System
• Member of the Board of Directors
| ||
| Masatoshi
Suzuki |
• Senior Vice President
• Managing Director of Public |
• Senior Vice President
• Managing Director of Public
• Member of the Board of Directors
| ||
| Fumio
Iwasaki |
• Senior Vice President
• Managing Director of Network |
• Senior Vice President
• Managing Director of Network
• Member of the Board of Directors
| ||
| Tsuyoshi
Nishiyama |
• Senior Vice President
• Managing Director of Procurement |
• Senior Vice President
• Managing Director of Radio Access
• Member of the Board of Directors
| ||
| Mitsunobu
Komori |
• Senior Vice President
• Managing Director of Core
|
• General
Manager, Department V, | ||
| Toru
Kobayashi |
• Senior Vice President
• Managing Director of Sales
|
• Managing
Director of System | ||
| Yoshiharu
Yamazaki |
• Senior Vice President
• Managing Director of PHS
|
• Managing
Director of PHS | ||
| Takeshi
Natsuno |
• Senior Vice President
• Managing Director of Multimedia
|
• Managing
Director of Multimedia | ||
| Keisuke
Nakasaki
|
• Corporate Auditor |
• Corporate Auditor |
4
| Shinichi
Nakatani
|
• Corporate Auditor |
• Corporate Auditor | ||
| Shoichi
Matsuhashi
|
• Corporate Auditor |
• Corporate Auditor | ||
| Michiharu
Sakurai
|
• Corporate Auditor |
• Corporate Auditor | ||
| Kazuo
Yamanaka
|
• Corporate Auditor |
• President, NTT LOGISCO Inc. |
For further information, please contact:
Masanori Goto
Public Relations Department
NTT DoCoMo, Inc.
Tel: +81-3-5156-1366 (9:30~19:00 Japan Standard Time)
Fax: +81-3-5501-3408
Mobile:+81-90-5400-1142
website: http://www.nttdocomo.com
Inquiries may also be made through the following URL:
https://www.nttdocomo.com/presscenter/contact/form.html
About NTT DoCoMo
NTT DoCoMo is the world’s leading mobile communications company with more than 50 million customers. The company provides a wide variety of leading-edge mobile multimedia services. These include i-mode®, the world’s most popular mobile internet service, which provides e-mail and internet access to over 44 million subscribers, and FOMA®, launched in 2001 as the world’s first 3G mobile service based on W-CDMA. In addition to wholly owned subsidiaries in Europe and North America, the company is expanding its global reach through strategic alliances with mobile and multimedia service providers in Asia-Pacific, Europe and North America. NTT DoCoMo is listed on the Tokyo (9437), London (NDCM), and New York (DCM) stock exchanges. For more information, visit www.nttdocomo.com
i-mode and FOMA are trademarks or registered trademarks of NTT DoCoMo, Inc. in Japan and other countries.
NTT DoCoMo’s FOMA service is available only to subscribers in Japan.
5