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ORIX CORP — Major Shareholding Notification 2010
Feb 10, 2010
30155_mrq_2010-02-10_d5d13358-ebd8-4ae6-9fc8-97e93460e58b.zip
Major Shareholding Notification
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SC 13G/A 1 sc13ga1_orix.htm AMENDMENT NO. 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
ORIX Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
686330101
(CUSIP Number)
December 31, 2009
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x : Rule 13d-1(b)
o : Rule 13d-1(c)
o : Rule 13d-1(d)
- The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ Financial Group, Inc. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 4,734,216 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 4,734,216 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,734,216 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.4% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 2 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ Trust and Banking Corporation | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 3,156,145 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 3,156,145 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,156,145 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.9% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 3 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ Securities Co., Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 386,421 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 386,421 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 386,421 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.4% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 4 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ Securities International plc | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION London, United Kingdom | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 325,306 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 325,306 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 325,306 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.3% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 5 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ Asset Management Co., Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 724,950 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 724,950 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 724,950 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.7% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 6 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ Asset Management (UK) Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION London, United Kingdom | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 66,040 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 66,040 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 66,040 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.1% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 7 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON MU Investments Co., Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 447,720 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 447,720 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 447,720 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.4% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 8 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON kabu.com Securities Co., Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 17,780 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 17,780 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,780 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 9 of 29
CUSIP NO. 686330101
| 1 | NAME OF REPORTING PERSON Mitsubishi UFJ NICOS Co., Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Tokyo, Japan | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 1,200 |
| 6 | SHARED VOTING POWER -0- | |
| 7 | SOLE DISPOSITIVE POWER 1,200 | |
| 8 | SHARED DISPOSITIVE POWER -0- | |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,200 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% | |
| 12 | TYPE OF REPORTING PERSON (See Instructions) FI |
Page 10 of 29
CUSIP NO. 686330101
ITEM 1
(a) Name of Issuer
ORIX Corporation
(b) Address of Issuer’s Principal Executive Offices
1-23 Shiba 4-chome, Minato-ku, Tokyo 108-0014, Japan
ITEM 2
(a) Names of Persons Filing
Mitsubishi UFJ Financial Group, Inc. (“MUFG”)
Mitsubishi UFJ Trust and Banking Corporation (“MUTB”)
Mitsubishi UFJ Securities Co., Ltd. (“MUS”)
Mitsubishi UFJ Securities International plc (“MUSI”)
Mitsubishi UFJ Asset Management Co., Ltd. (“MUAM”)
Mitsubishi UFJ Asset Management (UK) Ltd. (“MUAMUK”)
MU Investments Co., Ltd. (“MUI”)
kabu.com Securities Co., Ltd. (“KC”)
Mitsubishi UFJ NICOS Co., Ltd. (“NICOS”)
(b) Address of Principal Business Office or, if none, Residence
MUFG:
7-1 Marunouchi 2-chome, Chiyoda-ku
Tokyo 100-8330, Japan
MUTB:
4-5 Marunouchi 1-chome, Chiyoda-ku
Tokyo 100-8212, Japan
MUS:
4-1 Marunouchi 2-chome, Chiyoda-ku
Tokyo 100-6334, Japan
MUSI:
6 Broadgate, London EC2M 2AA
United Kingdom
MUAM:
4-5 Marunouchi 1-chome, Chiyoda-ku
Tokyo 100-8212, Japan
Page 11 of 29
CUSIP NO. 686330101
MUAMUK:
12-15 Finsbury Circus, London EC2M 7BT
United Kingdom
MUI:
2-15 Nihonbashi Muromachi 3-chome, Chuo-ku
Tokyo 103-0022, Japan
KC:
3-2 Otemachi 1-chome, Chiyoda-ku
Tokyo 100-0004, Japan
NICOS:
14-1 Sotokanda 4-chome, Chiyoda-ku
Tokyo 101-8960, Japan
(c) Citizenship
Not applicable.
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
686330101
ITEM 3 If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
MUFG: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
Page 12 of 29
CUSIP NO. 686330101
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Parent holding company
MUTB: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Bank
MUS: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
Page 13 of 29
CUSIP NO. 686330101
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Broker-dealer
MUSI: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Broker-dealer, Bank
MUAM: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
Page 14 of 29
CUSIP NO. 686330101
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser
MUAMUK: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser
MUI: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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CUSIP NO. 686330101
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser
KC: (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) x A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k) o Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Broker-dealer
Page 16 of 29
CUSIP NO. 686330101
NICOS: NICOS is a subsidiary of MUFG, which is a parent holding company in accordance with § 240.13d-1(b)(1)(ii)(G), and holds less than 1% of the total outstanding securities of the issuer.
ITEM 4 Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
For MUFG
(a) Amount beneficially owned: 4,734,216
(b) Percent of class: 4.39%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 4,734,216
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 4,734,216
(iv) Shared power to dispose or to direct the disposition of: -0-
For MUTB
(a) Amount beneficially owned: 3,156,145
(b) Percent of class: 2.93%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 3,156,145
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 3,156,145
(iv) Shared power to dispose or to direct the disposition of: -0-
For MUS
(a) Amount beneficially owned: 386,421
(b) Percent of class: 0.36%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 386,421
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 386,421
(iv) Shared power to dispose or to direct the disposition of: -0-
For MUSI
(a) Amount beneficially owned: 325,306
Page 17 of 29
CUSIP NO. 686330101
(b) Percent of class: 0.30%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 325,306
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 325,306
(iv) Shared power to dispose or to direct the disposition of: -0-
For MUAM
(a) Amount beneficially owned: 724,950
(b) Percent of class: 0.67%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 724,950
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 724,950
(iv) Shared power to dispose or to direct the disposition of: -0-
For MUAMUK
(a) Amount beneficially owned: 66,040
(b) Percent of class: 0.06%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 66,040
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 66,040
(iv) Shared power to dispose or to direct the disposition of: -0-
For MUI
(a) Amount beneficially owned: 447,720
(b) Percent of class: 0.42%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 447,720
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 447,720
(iv) Shared power to dispose or to direct the disposition of: -0-
For KC
(a) Amount beneficially owned: 17,780
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(b) Percent of class: 0.02%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 17,780
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 17,780
(iv) Shared power to dispose or to direct the disposition of: -0-
For NICOS
(a) Amount beneficially owned: 1,200
(b) Percent of class: 0.00%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,200
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 1,200
(iv) Shared power to dispose or to direct the disposition of: -0-
ITEM 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: x
ITEM 6 Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
ITEM 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
As of December 31, 2009, MUFG beneficially owns 4,734,216 shares of the issuer indirectly through its subsidiaries as follows: MUTB holds 3,156,145 shares; MUS holds 386,421 shares (including 325,306 shares indirectly held through MUS’s subsidiary, MUSI); MUAM holds 724,950 shares (including 66,040 shares indirectly held through MUAM’s subsidiary, MUAMUK); MUI holds 447,720 shares; KC holds 17,780 shares; and NICOS holds 1,200 shares.
ITEM 8 Identification and Classification of Members of the Group
Not applicable.
ITEM 9 Notice of Dissolution of Group
Not applicable.
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ITEM 10 Certifications
By signing below MUFG, MUTB, MUS, MUSI, MUAM, MUAMUK, MUI and KC certify that, to the best of their knowledge and belief, (i) the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, and (ii) the foreign regulatory schemes applicable to parent holding companies, banks, broker-dealers and investment advisers, respectively, are substantially comparable to the regulatory schemes applicable to the functionally equivalent U.S. institutions.
By signing below NICOS certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
All of the filers also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ FINANCIAL GROUP, INC.
By: /s/ Takami Onodera
Name: Takami Onodera
Title: General Manager, Credit & Investment Management Division
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ TRUST AND BANKING CORPORATION
By: /s/ Koji Kawakami
Name: Koji Kawakami
Title: Deputy General Manager of Trust Assets Planning Division
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ SECURITIES CO., LTD.
By: /s/ Hirofumi Noda
Name: Hirofumi Noda
Title: General Manager, Corporate Planning Division
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ SECURITIES INTERNATIONAL PLC
By: /s/ Yasutaka Suehiro
Name: Yasutaka Suehiro
Title: Chief Administration Officer
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ ASSET MANAGEMENT CO., LTD.
By: /s/ Katsutoshi Edamura
Name: Katsutoshi Edamura
Title: General Manager of Risk Management Division
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ ASSET MANAGEMENT (UK) LTD.
By: /s/ Shojiro Ueda
Name: Shojiro Ueda
Title: Managing Director & CE
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MU INVESTMENTS CO., LTD.
By: /s/ Nishichi Omori
Name: Nishichi Omori
Title: Director
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
KABU.COM SECURITIES CO., LTD.
By: /s/ Takeshi Amemiya
Name: Takeshi Amemiya
Title: General Manager of Corporate Administration
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2010
MITSUBISHI UFJ NICOS CO., LTD.
By: /s/ Tomoo Sawada
Name: Tomoo Sawada
Title: General Manager, General Administration Dept.
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