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Home > News Room > NEC's Settlement with the U.S. Securities and Exchange Commission

NEC's Settlement with the U.S. Securities and Exchange Commission

 

***For immediate use June 18, 2008


Tokyo, June 18, 2008 - NEC Corporation ("NEC") has been subject to an informal inquiry by the U.S. Securities and Exchange Commission ("SEC") concerning matters including its failure to file annual reports on Form 20-F to be filed with the SEC for the fiscal year ended March 31, 2006 and thereafter (the "Annual Reports"). NEC entered into a settlement agreement with the SEC and as part of the settlement, the SEC issued a cease and desist order (the "Order") as described below.

The Order, which was issued on June 17, 2008, stipulates that (a) NEC shall cease and desist from the violations of certain clauses of the U.S. Securities and Exchange Act of 1934 (the "Act") because the SEC found that certain actions by NEC (including the failure to file the Annual Reports) violated certain provisions of the Act, and (b) the registration under the Act of securities issued by NEC shall be revoked (Note). NEC has not admitted or denied the findings by the SEC set forth in the Order. No surcharge or other forms of monetary payment is required under the Order.

***

(Note)

NEC's American Depositary Receipts (ADRs) were delisted from the Nasdaq Stock Market in October 2007.


CAUTIONARY STATEMENTS:
This material contains forward-looking statements pertaining to strategies, financial targets, technology, products and services, and business performance of NEC Corporation and its consolidated subsidiaries (collectively "NEC"). Written forward-looking statements may appear in other documents that NEC files with stock exchanges or regulatory authorities, such as the Director of the Kanto Finance Bureau, and in reports to shareholders and other communications. NEC is relying on certain safe-harbors for forward-looking statements in making these disclosures. Some of the forward-looking statements can be identified by the use of forward-looking words such as "believes," "expects," "may," "will," "should," "seeks," "intends," "plans," "estimates," "targets," "aims," or "anticipates," or the negative of those words, or other comparable words or phrases. You can also identify forward-looking statements by discussions of strategy, beliefs, plans, targets, or intentions. Forward-looking statements necessarily depend on currently available assumptions, data, or methods that may be incorrect or imprecise and NEC may not be able to realize the results expected by them. You should not place undue reliance on forward-looking statements, which reflect NEC's analysis and expectations only. Forward-looking statements are not guarantees of future performance and involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking statements. Among the factors that could cause actual results to differ materially from such statements include (i) global economic conditions and general economic conditions in NEC's markets, (ii) fluctuating demand for, and competitive pricing pressure on, NEC's products and services, (iii) NEC's ability to continue to win acceptance of NEC's products and services in highly competitive markets, (iv) NEC's ability to expand into foreign markets, such as China, (v) regulatory change and uncertainty and potential legal liability relating to NEC's business and operations, (vi) NEC's ability to restructure, or otherwise adjust, its operations to reflect changing market conditions, (vii) movement of currency exchange rates, particularly the rate between the yen and the U.S. dollar, and (viii) impact of any regulatory action or legal proceeding against NEC. Any forward-looking statements speak only as of the date on which they are made. New risks and uncertainties come up from time to time, and it is impossible for NEC to predict these events or how they may affect NEC. NEC does not undertake any obligation to update or revise any of the forward-looking statements, whether as a result of new information, future events, or otherwise.

The management targets included in this material are not projections, and do not represent management's current estimates of future performance. Rather, they represent targets that management will strive to achieve through the successful implementation of NEC's business strategies.

Finally, NEC cautions you that the statements made in this material are not an offer of securities for sale. The securities may not be offered or sold in any jurisdiction in which registration is required absent registration or an exemption from registration under the applicable securities laws.


NEC Press Contacts:

In Japan
Joseph Jasper
+81-3-3798-6511
E-Mail:j-jasper@ax.jp.nec.com

Readers are advised that the press releases and other information posted on this site are current only on their original publication date. Please note that such press releases and other information may now be outdated or rendered inaccurate due to passage of time or subsequent material changes in facts and circumstance.

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