TOKYO--(BUSINESS WIRE)--The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU), a subsidiary of Mitsubishi UFJ Financial Group, Inc. (MUFG), and Hitachi Capital Corporation (Hitachi Capital) agreed that BTMU will transfer* 12,000,000 shares in NBL Co., Ltd. (60% of all issued shares) to Hitachi Capital, and the said parties entered into a stock transfer agreement.
*The share transfer and payment of the purchase price are scheduled to take place on April 1, 2013, subject to the approval of the competent authorities.
1. Reason for Stock Transfer
Pursuant to the "Capital Alliance
Between Hitachi Capital Corporation and NBL Co., Ltd." that was
announced on July 28, 2011, BTMU transferred 40% of all issued shares in
NBL to Hitachi Capital on October 31, 2011.
Subsequently, as a
result of numerous consultations between MUFG and BTMU concerning growth
strategies for NBL going forward, it was concluded that the partnering
with Hitachi Capital, a leading company in the vendor leasing industry*
with excellent vendor leasing business knowhow and a strong customer
base, would contribute to the long-term growth and development of NBL.
*Vendor lease: Lease agreements to be entered into with customers by lease companies through customer mediation or representative services for office procedures by dealers who are in alliance relationships with lease companies via entering into dealership agreements with lease companies or in any other manners.
2. Overview of Subsidiary |
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(1) | Name | NBL Co., Ltd. | ||||||||||||
(2) | Location | New Kawai Building, 4-6 Nihonbashi Honcho 3-chome, Chuo-ku, Tokyo | ||||||||||||
(3) |
Name and Title of |
Akio Kakizaki, Representative director and president | ||||||||||||
(4) | Type of Business | General leasing business | ||||||||||||
(5) | Capital | 10,000 million yen | ||||||||||||
(6) | Date of Incorporation | November 26, 1977 | ||||||||||||
(7) |
Major Shareholders and |
The Bank of Tokyo-Mitsubishi UFJ, Ltd. |
50% |
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*BTMU plans to complete the acquisition of all the shares held by
Mitsubishi UFJ |
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(8) |
Relationship between |
Capital |
NBL is a consolidated subsidiary of MUFG and BTMU. | |||||||||||
Personnel |
Three of NBL's six directors are current or former employees |
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Transaction |
BTMU has conducted financial transactions with NBL, |
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(9) |
Management results and financial standing of NBL for the last three years |
(million yen) |
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Fiscal year |
Fiscal year ended |
Fiscal year ended |
Fiscal year ended |
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Net Assets | 4,860 | 5,237 | 5,849 | |||||||||||
Total Assets | 185,713 | 178,771 | 190,219 | |||||||||||
Net Assets per Share (yen) | 243.01 | 261.85 | 292.45 | |||||||||||
Revenue | 55,123 | 60,475 | 62,352 | |||||||||||
Operating Income | 113 | 1,011 | 2,982 | |||||||||||
Ordinary Income | 137 | 1,012 | 2,982 | |||||||||||
Net Income | 36 | 376 | 612 | |||||||||||
Net Income per Share (yen) | 1.81 | 18.83 | 30.60 | |||||||||||
Dividend per Share (yen) | - | - | - | |||||||||||
3. Overview of Transferee |
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(1) | Name | Hitachi Capital Corporation | ||||
(2) | Location | 15-12, Nishi-Shimbashi 2-chome, Minato-ku, Tokyo | ||||
(3) |
Name and Title of |
Kazuya Miura, President and CEO | ||||
(4) | Type of Business | General leasing business | ||||
(5) | Capital | 9,983 million yen | ||||
(6) | Date of Incorporation | September 10, 1957 | ||||
(7) | Net Assets | 270,404 million yen (consolidated value as of end of March 2012) | ||||
(8) | Total Assets | 1,757,241 million yen (consolidated value as of end of March 2012) | ||||
(9) |
Major Shareholders and |
Hitachi, Ltd. |
54.78% |
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(10) |
Relationship between |
Capital |
There is no capital relationship between MUFG and Hitachi |
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Personnel |
One BTMU employee is seconded to Hitachi Capital. | |||||
Transaction |
BTMU has conducted financial transactions with Hitachi |
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Whether Hitachi |
Hitachi Capital is not a related party of MUFG. There are |
4. Number of shares to be transferred by BTMU and status of share ownership prior to and after transfer |
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Number of Shares Owned |
12,000,000 |
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Number of Shares to be |
12,000,000 |
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Number of Shares Owned |
0 |
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5. Schedule |
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Execution of Stock Transfer |
October 29, 2012 | |
Date of Share Transfer |
April 1, 2013 (after approval from the competent authorities) | |
The impact that this matter will have on MUFG's financial results is expected to be minimal.