Stock Option Plan Prospectus

Konami Co Ltd 21 September 2000 Prospectus for Stock Option Plan On September 13, 2000, we announced stock option plan to our employees and directors and employees of the affiliated companies and sales agents to be implemented on September 22, 2000. In this regard, we would like to inform you the Prospectus for the Stock Option as follows. Stocks for Stock Option Plan The stocks to be used for Stock Option are our par-value common stocks held by our shareholder (company's stock), The Sakura Bank, Ltd. The bank trusted The Toyo Trust and Banking Co., Ltd. (management trust company)with the stocks based on management trust agreement. The stocks will be sold with pre-determined exercise price on the basis of an agreement between The Toyo Trust and Banking Co., Ltd. and 785 our employees and directors and employees of our affiliated companies and sales agents (granted employees). 1. Number of Stocks for Option: 120,900 2. Owner of Stocks: The Sakura Bank, Ltd. 1-3-1 Kudan-minami, Chiyoda-ku, Tokyo 3. Total Value of Stocks: 1,408,726,800 yen The total value of stocks for option can be calculated as follows: Closing price of the company's stock at TSE on Sep. 21, 2000 X 1.20 X Number of stocks for Option 4. Stock Trade Agreement 'Stock trade agreement with pre-determined price' will be concluded on Sep. 22, 2000 (grant date). Conditions of Stock Option 1. Selling Price: 11,652 yen Selling price represents the exercise price of stock and is determined by the following formula: Closing price of the company's stock at TSE on Sep. 21, 2000 X 1.20 In addition, at the occurrence of the stock split-ups or split-down after the grant date, the exercise price of stock is to be adjusted along with the ratio of the stock split-ups or down, and numbers less than 1 yen being generated by the adjustment can be rounded up. Also, in case to issue new stocks (transactions related to convertible bonds and warrants, and increase of capital stock with market value are excluded) below the market value after the grant date, the exercise price per share can be adjusted using the following formula, and numbers less than 1 yen being generated by the adjustment can be rounded up. Exercise Price after Adjustment = Exercise Price before Adjustment X (Existing Number of Stocks Issued + (Number of New Stocks to be Issued X Amount Paid-in per Share)/Stock Price before Issuing New Stocks) / (Existing Number of Stocks Issued + Number of New Stocks to be Issued) 2. Unit of Stocks for Application: 100 Shares 3. Application Period Application period represents exercise period of the stock purchase rights at exercise price. 4. Place of Application Place of application is Administration Office of KONAMI CORPORATION. 5. Date of payment Date of the payment represents when both the company and management trust company confirm the application for the purchase and the payment. Within 4th operating day from the confirmation the management trust company transfers the stock certificates to the granted employees' accounts at The Nikko Securities Co., Ltd. The further detailed information for the stock purchase rights at exercise price is to be based on stock trade agreement with pre-determined price concluded by the management trust company and the granted employees. Summary of Operations and Financial Highlights 1. Summary of operations The group consists of KONAMI CORPORATION, 31 consolidated subsidiaries and 2 affiliated companies applied under equity method. We as a group of digital entertainment enterprise that provides various styles of entertainment through computers, deal with the consumer-use software, amusement machines, gaming machines, and creative products, amusement operations, financial operations, and other operations. 2. Financial Highlights (1) Consolidated Financial Highlights Fiscal years ended March 31 1996 1997 1998 1999 2000 Net sales (million yen) 56,491 69,435 89,623 113,413 146,666 Ordinary income(million yen) 2,262 7,587 6,232 16,176 31,103 Net income (million yen) 1,316 6,024 5,003 5,104 18,344 Net assets (million yen) 25,729 38,644 41,262 46,907 70,844 Total assets (million yen) 75,412 83,532 107,659 117,383 136,080 Net assets per share (yen) 777.21 1,084.76 1,168.92 1,304.51 1,246.08 Net income per share (yen) 39.77 173.47 140.59 144.38 328.52 Diluted net income (yen) 39.03 163.58 132.31 135.98 326.66 per share Equity ratio (%) 34.1 46.3 38.3 40.0 52.1 Return on equity (%) 5.1 18.7 12.5 11.6 31.2 Price earnings ratio - - - - 21.31 Cash flows from operating activities (million yen) - - - - 31,365 Cash flows from investing activities (million yen) - - - - 12,880 Cash flows from financing activities (million yen) - - - - -10,015 Cash and cash equivalents (end of year) (million yen) - - - - 57,365 Number of employees - - - 23,526 2,322 Number of - - - - 394 temporary staffs Notes: 1. Net sales do not include consumption tax. 2. On May 20, 1999, a 1.5-for-1 stock split was made. Net income per share for fiscal 2000 is retroactively adjusted for the stock split accordingly. 3. On May 19, 2000, a 2-for-l stock split was made. Considering the stock split, price earnings ratio for fiscal 2000 is to be 48.23. (2) Non-consolidated Financial Highlights Fiscal years ended March 31 1996 1997 1998 1999 2000 Net sales (million yen) 43,109 55,235 71,984 100,779 130,124 Ordinary income (million yen) 3,245 7,655 5,528 12,918 25,374 Net income (million yen) 3,156 6,004 5,002 5,006 16,236 Total shareholders' equity (million yen) 8,095 11,892 12,020 13,014 15,793 Number of shares issued (thousand shares) 33,105 35,625 35,409 36,069 56,868 Net assets (million yen) 30,112 42,972 45,927 51,705 71,154 Total assets (million yen) 69,853 73,852 84,736 103,527 120,859 Net assets per share (yen) 909.59 1,206.23 1,297.03 1,433.51 1,251.21 Cash dividends per share(yen) 17.00 30.00 30.00 43.00 97.00 (Interim dividends (8.50) (11.00) (15.00) (15.00) (45.00) included) Net income per share (yen) 95.35 172.89 140.28 141.15 290.26 Diluted net income (yen) 92.22 163.04 132.04 132.99 288.63 per share Equity ratio (%) 43.1 58.2 54.2 49.9 58.9 Return on equity (%) 11.0 16.4 11.3 10.3 26.4 Price earnings ratio - - - - 24.12 Payout ratio (%) 17.83 17.70 21.25 30.70 33.42 Number of employees 592 591 791 827 938 Notes: 1. Net sales do not include consumption tax. 2. On May 20, 1999, a 1.5-for-1 stock split was made. Net income per share for fiscal 2000 is retroactively adjusted for the stock split accordingly. 4.3. On May 19, 2000, a 2-for-1 stock split was made. Considering the stock split price earnings ratio for fiscal 2000 is to be 48.23.
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