PIONEER CORPORATION
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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 December, 2005
Commission File Number 1-7616
         
  PIONEER CORPORATION
 
  (Translation of registrant’s name into English)  
         
  4-1, MEGURO 1-CHOME, MEGURO-KU, TOKYO 153-8654, 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 þ                    Form 40-F o
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):                     
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):                     
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o                    No þ
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-                    

 


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SIGNATURES
Notice Regarding Amendments to Semiannual Business Results for Fiscal 2006 (60th Accounting Period)


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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.
         
  PIONEER CORPORATION
(Registrant)
 
 
Date: December 21, 2005 
  By   /s/ Kaneo Ito    
    Kaneo Ito   
    President and Representative Director   
 
This report on Form 6-K contains the followings:
1.   The notice that the Company has amended certain amounts in its consolidated and non-consolidated financial statements for the period ended September 30, 2005, related to the 60th semiannual business report.

 


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Notice Regarding Amendments to
Semiannual Business Results for Fiscal 2006 (60th Accounting Period)
The Company has amended certain amounts in its consolidated and non-consolidated financial statements for the period ended September 30, 2005. We therefore include here the amended version of the financial statements relating to the 60th semiannual business report. These amendments are in line with the business restructuring plans resolved at the Company’s board of directors’ meeting on December 8, 2005, as follows.
I.   Planned Business Restructuring
 
1.   Reforms for the Entire Pioneer Group
 
(1)   Improve management efficiency through organizational restructuring
 
    We will enhance management efficiency through organizational restructuring, including dismantling the current “internal company” system as of January 1, 2006.
 
(2)   Reduction of fixed costs
 
    We will reduce fixed costs for the entire group through such steps as consolidating our worldwide production sites and listing our shares solely on the Tokyo Stock Exchange.
 
(3)   Review the number of our employees
 
    We will streamline staffing, such as readjusting employment levels by about 600 personnel at the Pioneer Group in Japan.
 
(4)   Reduce the number of directors/executive officers and cut salaries
 
    In line with consolidating and streamlining our organization, we will reduce the number of directors/executive officers. We have already started reducing the compensation of directors/executive officers and the salaries of managers.
 
2.   Restructuring of Display Businesses
 
(1)   Plasma display business
 
    We intend to minimize dependence on our OEM (original equipment manufacturing) operations, being the main cause of this fiscal year’s poor performance, and will focus on selling Pioneer brand products. By optimizing the balance of our output and cost reduction, we will endeavor to lower our deficit from this business.
 
(2)   Organic light-emitting diode (OLED) business
 
    Mass-producing active-matrix OLED displays will be discontinued. However, as for the passive-matrix OLED display business, we will boost adoption of this display for use with our products and focus on attracting new customers.
 
3.   Future Business Plans — Enhancing Profitability by Reorganizing Business Strategies
 
    In addition to the business restructuring plans explained above, in our mobile entertainment business, we will strengthen the after-market car audio business

 


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    and expand the after-market car navigation system and OEM businesses. In the home entertainment business, we will concentrate on introducing home theater systems focusing on high-resolution plasma displays, strengthening sales of DVD recorder drive units and reactivating the home audio business. By implementing these plans, we intend to insure stable profits.
 
II.   Revision of Business Forecasts for fiscal 2006 and Amendments to Semiannual Business Results for Fiscal 2006
As for the consolidated business forecasts for fiscal 2006, ending March 31, 2006, loss before income taxes and net loss have been revised downward, mainly as a result of (i) impairment losses of ¥32 billion recognized for the property, plant and equipment for plasma display production in connection with our decision to reduce such production capacity, (ii) costs of ¥11 billion related to employment adjustments, (iii) losses of ¥23 billion related to the decision to stop mass-producing active-matrix OLED displays, and (iv) valuation allowances of ¥18 billion made for deferred tax assets of the parent company. These revisions have been made in connection with the business restructuring plans explained above.
     Revised consolidated business forecasts for fiscal 2006 project ¥770,000 million in operating revenue, a ¥73,000 million loss before income taxes, and an ¥87,000 million net loss.
The Company, after consulting its Accounting Auditors, has also amended certain amounts in its semiannual business results for the period ended September 30, 2005, in connection with the business restructuring plans explained above. Please refer to pages 3 to 8 for the amended financial statements.
     Therefore, the amended consolidated semiannual business results show loss before income taxes of ¥43,869 million and net loss of ¥58,044 million, compared to ¥11,954 million and ¥12,261 million, respectively, previously reported.
As we have already announced, Mr. Tamihiko Sudo, currently Executive Vice President and Representative Director, will assume the office of President and Representative Director, effective January 1, 2006.
     Under the new President, we will expedite business restructuring and seek to improve our business performance as soon as possible. We sincerely hope that you, our shareholders, will continue in your understanding and support of Pioneer.
Very truly yours,
Kaneo Ito
President and Representative Director
Pioneer Corporation
December 21, 2005

Business forecasts for fiscal 2006 are based on management’s assumptions and beliefs in light of the information currently available to it, and we caution that a number of important risks and uncertainties could cause actual results to differ materially from those described above.

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CONSOLIDATED FINANCIAL STATEMENTS
Pioneer Corporation and Subsidiaries
The Company has amended certain amounts in its consolidated financial statements for the six-month period, ended September 30, 2005, as follows. The amendments were mainly due to impairment losses recognized for the property, plant and equipment for plasma display production, losses related to the decision to withdraw from active-matrix OLED business, and additional valuation allowances made for deferred tax assets.
(1) Consolidated Balance Sheets
(In millions of yen)
                 
    September 30  
    2005     2004  
Assets
               
Current assets:
               
Cash and cash equivalents
  ¥ 107,198     ¥ 123,936  
Trade receivables, less allowance
    126,981       119,863  
Inventories
    126,594       135,504  
Others
    73,878 *     74,711  
 
           
Total current assets
    434,651 *     454,014  
 
           
Investments and long-term receivables
    25,268       29,553  
Property, plant and equipment, less depreciation
    171,893 *     208,964  
Intangible assets
    22,723 *     25,590  
Other assets
    44,518 *     39,015  
 
           
Total assets
  ¥ 699,053 *   ¥ 757,136  
 
           
 
               
Liabilities and Shareholders’ Equity
               
Current liabilities:
               
Short-term borrowings and current portion of long-term debt
  ¥ 55,560     ¥ 40,615  
Trade payables
    104,831       103,031  
Others
    122,463 *     104,554  
 
           
Total current liabilities
    282,854 *     248,200  
 
           
Long-term debt
    79,512       87,397  
Other long-term liabilities
    41,225 *     58,909  
Minority interests
    14,202 *     18,281  
Shareholders’ equity:
               
Common stock
    49,049       49,049  
Capital surplus
    82,834       82,612  
Retained earnings
    201,204 *     276,334  
Accumulated other comprehensive loss
    (39,390 )     (53,185 )
Treasury stock
    (12,437 )     (10,461 )
 
           
Total shareholders’ equity
    281,260 *     344,349  
 
           
Total liabilities and shareholders’ equity
  ¥ 699,053 *   ¥ 757,136  
 
           
* Amended figures

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(2) Consolidated Statements of Operations
(In millions of yen except per share information)
                 
    Six months ended  
    September 30  
    2005     2004  
Revenues:
               
Operating revenue:
               
Net sales
  ¥ 344,613     ¥ 338,308  
Royalty revenue
    5,285       6,739  
 
           
Total operating revenue
    349,898       345,047  
Interest income
    1,252       790  
Other income
    6,065       293  
 
           
Total revenues
    357,215       346,130  
 
           
Cost and expenses:
               
Cost of sales
    278,393       250,878  
Selling, general and administrative expenses
    87,893       80,771  
Interest expense
    720       689  
Loss on sale and disposal of fixed assets
    443       125  
Other deductions
    33,635 *     1,229  
 
           
Total cost and expenses
    401,084 *     333,692  
 
           
Income (loss) before income taxes
    (43,869 )*     12,438  
Income taxes
    (6,815 )*     5,544  
Minority interest in losses (earnings) of subsidiaries
    4,168 *     (560 )
Equity in losses of affiliated companies
    (25,158 )*     (1,525 )
 
           
Net income (loss)
  ¥ (58,044 )*   ¥ 4,809  
 
           
 
Net income (loss) per share:
               
Basic
  ¥ (332.77 )*   ¥ 27.41  
Diluted
  ¥ (332.77 )*   ¥ 24.45  
* Amended figures

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(3) Consolidated Statements of Cash Flows
(In millions of yen)
                 
    Six months ended  
    September 30  
    2005     2004  
Operating activities:
               
Net income (loss)
  ¥ (58,044 )*   ¥ 4,809  
Depreciation and amortization
    24,122       21,287  
Decrease in trade receivables
    7,160       415  
Increase in inventories
    (14,635 )     (18,814 )
Increase in trade payables
    8,016       7,168  
Increase (decrease) in other accrued liabilities
    2,737       (11,185 )
Other
    31,864 *     (7,711 )
             
Net cash provided by (used in) operating activities
    1,220       (4,031 )
             
Investing activities:
               
Payment for purchase of fixed assets
    (19,282 )     (26,284 )
Payment for purchase of subsidiary
          (36,615 )
Other
    7,357       338  
             
Net cash used in investing activities
    (11,925 )     (62,561 )
             
Financing activities:
               
Increase (decrease) in short-term borrowings and long-term debt
    2,866       (3,034 )
Dividends paid
    (2,180 )     (2,193 )
Other
    (2,073 )     (323 )
             
Net cash used in financing activities
    (1,387 )     (5,550 )
             
Effect of exchange rate changes on cash and cash equivalents
    2,609       3,659  
             
Net decrease in cash and cash equivalents
    (9,483 )     (68,483 )
Cash and cash equivalents, beginning of period
    116,681       192,419  
             
Cash and cash equivalents, end of period
  ¥ 107,198     ¥ 123,936  
             
* Amended figures

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Notes:
1.   The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP).
2.   The consolidated financial statements include the accounts of the parent company and 126 subsidiaries and the investments in 5 affiliated companies accounted for on an equity basis.
3.   Computation of net income per share is based on Statements of Financial Accounting Standards No.128 “Earnings per Share.”
4.   Effective from the fiscal 2005 year-end presentation, the Company changed the format of consolidated statements of operations from multiple-step form to single-step form, which shows income before taxes by deducting total expenses from total revenue. Previously reported amounts have been reclassified accordingly.
5.   Effective from the fiscal 2005 year-end presentation, the Company presented “Loss on sale and disposal of fixed assets” separately in the consolidated statements of operations, which was previously included in “Selling, general and administrative expenses.” Previously reported amounts have been restated accordingly.

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NON-CONSOLIDATED FINANCIAL STATEMENTS
Pioneer Corporation — Parent Company Only
The Company has amended certain amounts in its non-consolidated financial statements for the six-month period, ended September 30, 2005, as follows. The amendments were mainly due to additional valuation allowances made for deferred tax assets.
(1) Condensed Balance Sheets
(In millions of yen)
                 
    September 30  
    2005     2004  
Assets
               
Current assets:
               
Cash
  ¥ 46,162     ¥ 33,829  
Notes and accounts receivable—trade
    46,605       38,018  
Marketable securities
          18,683  
Inventories
    29,044       34,733  
Other current assets
    31,020       64,070  
 
           
Total current assets
    152,832       189,336  
 
               
Fixed assets:
               
Tangible
    52,674       48,282  
Intangible
    28,523       21,335  
Investments and others
    199,361 *     204,768  
 
           
Total fixed assets
    280,559 *     274,386  
 
           
Total assets
  ¥ 433,392 *   ¥ 463,722  
 
           
 
               
Liabilities and Shareholders’ Equity
               
Current liabilities:
               
Notes and accounts payable—trade
  ¥ 53,827     ¥ 50,129  
Accrued expenses
    37,471       34,730  
Other current liabilities
    15,350       26,766  
 
           
Total current liabilities
    106,649       111,627  
Long-term liabilities
    73,279       76,100  
 
           
Total liabilities
    179,929       187,727  
 
               
Shareholders’ equity
    253,463 *     275,995  
 
           
Total liabilities and shareholders’ equity
  ¥ 433,392 *   ¥ 463,722  
 
           
* Amended figures
     
Note:  
Accumulated depreciation on tangible fixed assets on September 30, 2005 and 2004 was ¥90,192 million and ¥91,727 million, respectively.

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(2) Condensed Statements of Operations
(In millions of yen except per share information)
                 
    Six months ended  
    September 30  
    2005     2004  
Net sales
  ¥ 245,819     ¥ 234,039  
Cost of sales
    213,720       191,874  
Selling, general and administrative expenses
    41,592       41,981  
 
           
Operating income (loss)
    (9,493 )     183  
Non-operating income—net
    54       2,098  
 
           
Ordinary income (loss)
    (9,439 )     2,282  
Other income (expenses)—net
    357       (0 )
 
           
Income (loss) before income taxes
    (9,081 )     2,281  
Income taxes
    5,679 *     141  
 
           
Net income (loss)
  ¥ (14,761 )*   ¥ 2,140  
 
           
 
               
Net income (loss) per share
  ¥ (84.63 )*   ¥ 12.19  
* Amended figures