— As of December 12, 2005, Mitsubishi Motors Corporation has become an equity method affiliate of Mitsubishi Heavy Industries, Ltd., details are as follows:
1. Background of the transaction
In order to secure the revitalization of Mitsubishi Motors Corporation (MMC), domestically and globally and from an operational and financial perspective, with the cooperation of 3 Mitsubishi group companies, Mitsubishi Heavy Industries, Ltd. (MHI), Mitsubishi Corporation (MC), and The Bank of Tokyo-Mitsubishi, Ltd. (BTM), the 3-year business plan announced on January 28, 2005 is being implemented.
As announced together with the 3-year business plan, MHI, MC, and BTM will increase their holdings in MMC to a combined 34% of outstanding common shares during fiscal 2005.
On November 30, 2005, it was announced that MHI will transact to make MMC an equity method affiliate in December 2005.
Today, through the conversion of preferred shares, MHI's holdings in MMC have surpassed 15%, thus making MMC an equity method affiliate.
2. Party involved
| Name |
Mitsubishi Heavy Industries, Ltd. |
| Head Office |
16-5 Konan 2-chome, Minato-ku, Tokyo, Japan |
| Representative |
Kazuo Tsukuda, President |
| Main Operations |
Shipbuilding, Power Systems, Aerospace, etc. |
3. Expectations going forward
Currently, members of MHI, MC, and BTM sit on MMC's board of directors and audit committee. Also, through the Business Revitalization Monitoring Committee, MMC receives a thorough outside check of on the progress of the business plan as well as advice as requested. These are examples of the continued strong support and guidance MMC is receiving from the 3 Mitsubishi group companies.
By making MMC an equity method affiliate, MHI's support has also become clearer in terms of MMC's capital structure.
With the support from the 3 Mitsubishi group companies including MHI as a foundation, all directors and staff of MMC are combining all efforts into the promotion of the 3-year plan.
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Today, MC and BTM have also converted preferred shares according to the details below. Via these conversions, the 3 Mitsubishi group companies holdings in MMC have now surpassed 34% of MMC's outstanding common shares.
Major shareholders before these transactions
(as of Dec. 9, 2005, excluding shares held under joint custody)
| Rank |
Shareholder |
Shares Held
(000 shares) |
Voting
Interest |
| 1 |
Mitsubishi Heavy Industries, Ltd. |
580,683 |
11.82% |
| 2 |
Mitsubishi Corporation |
571,065 |
11.62% |
| 3 |
The Bank of Tokyo-Mitsubishi, Ltd. |
203,949 |
4.15% |
| * |
a. Common shares outstanding as of Dec. 9, 2005 |
4,917,250,472 |
| b. Non-voting right carrying shares |
4,680,472 |
| a - b |
4,912,570,000 |
Major shareholders after these transactions (as of Dec. 12, 2005)
| Rank |
Shareholder |
Shares Held
(000 shares) |
Voting
Interest |
Ownership
Percentage |
| 1 |
Mitsubishi Heavy Industries, Ltd.
(Including holdings under joint custody) |
868,660 |
16.09% |
16.07% |
| <Mitsubishi Heavy Industries, Ltd.> |
<839,942> |
<15.55%> |
<15.54%> |
| <Consolidated Subsidiaries> |
<28,718> |
<0.53%> |
<0.53%> |
| 2 |
Mitsubishi Corporation |
737,731 |
13.66% |
13.65% |
| 3 |
The Bank of Tokyo-Mitsubishi, Ltd. |
240,986 |
4.46% |
4.45% |
| Total for 3 Mitsubishi Group Companies |
1,847,377 |
34.21% |
34.18% |
| * |
a. Common shares outstanding as of Dec. 12, 2005 |
5,403,361,582 |
| b. Non-voting right carrying shares |
4,681,582 |
| a - b |
5,398,680,000 |
