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2009.09.18
Mitsui & Co., Ltd.
The Norinchukin Bank
Mitsui & Co., Ltd. (Mitsui) and The Norinchukin Bank (the Bank) hereby announce that Mitsui and the Bank decided to subscribe newly issued shares by third party allotment, which JA MITSUI LEASING, LTD. (JAML) resolved to issue at the board of directors. Conditions of this subscription, of which payment date is scheduled on October 29, 2009, are following.
1. Conditions of the subscription
Mitsui
| Type of Securities | Common stock | Type II preferred | Type III preferred |
|---|---|---|---|
| Number of Shares to be acquired | 3,392,209 shares | 16,724,291 shares | 3,883,500 shares |
| Total Payment Amount | 30 billion yen | ||
| Number of shares held before the acquisition (shares of voting rights) | 7,308,000 shares (33.60%) |
0 shares | 0 shares |
| Number of shares to be held after the acquisition (shares of voting rights) | 10,700,209 shares (33.00%) |
16,724,291 shares | 3,883,500 shares |
The Bank
| Type of Securities | Common stock | Type II preferred | Type I preferred |
|---|---|---|---|
| Number of Shares to be acquired | 7,275,709 shares | 16,724,291 shares | - |
| Total Payment Amount | 30 billion yen | - | |
| Number of shares held before the acquisition (shares of voting rights) | 1,957,375 shares (9.00%) |
0 shares | 4,077,528 shares |
| Number of shares to be held after the acquisition (shares of voting rights) | 9,233,084 shares (28.48%) |
16,724,291 shares | 4,077,528 shares |
Terms of the preferred stock
| new issued | existing issued | ||
| Type II | Type III | Type I | |
| Dividend | Pari passu with common stock | Pari passu with common stock | Pari passu with common stock |
| Liquidation preference | Prefer to common stock Pari passu with Type III |
Prefer to common stock Pari passu with Type II |
Prefer to common stock, Type II and Type III |
| Voting right | X | X | X |
| Call option given to the issuer | O (5 years after issued, at the issuer's option) |
X | X |
2. Outline of JAML
| Company Name | JA MITSUI LEASING, LTD. |
|---|---|
| Representative | Takao Sunami, President & CEO Mitsuru Hotta, Senior Vice President |
| Headquarters | Tokyo, Japan |
| Amount of capital | 2 billion yen |
| Major operations | Leasing business of computer, other office equipment, communication equipment, vessels, aircraft, vehicles, other transportation equipment, machine tools, civil engineering and construction equipment, metal processing equipment, electric equipment, medical equipment and other machinery and equipment, parts facilities and building improvements related foregoing equipment. |
| Amount of Sales | 483 billion yen (fiscal year ended March 2009) |
| End of Fiscal Year | End of March |
| Number of common stocks outstanding | 21,747,378 shares |
| Major shareholders | Mitsui & Co., Ltd. The Norinchukin Bank ZEN-NOH Group Sumitomo Mitsui Banking Corporation The Chuo Mitsui Trust and Banking Company, Limited |
Mitsui and the Bank believe that this subscription will help improvement of JAML's financial and business conditions, and will also contribute to strengthening Mitsui and the Bank's relationships with JAML.
Notice:
This press release includes forward-looking statements about Mitsui. These forward-looking statements are based on the current assumptions and beliefs of Mitsui in light of the information currently available to it, and involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors may cause Mitsui's actual results, performance, achievements or financial position to be materially different from any future results, performance, achievements or financial position expressed or implied by these forward-looking statements. The risks, uncertainties and other factors referred to above include, but are not limited to, those contained in Mitsui's latest annual report on Form 20-F, which has been filed with the U.S. Securities and Exchange Commission.
This press release is published in order to publicly announce specific facts stated above, and does not constitute a solicitation of investments or any similar act inside or outside of Japan, regarding the shares, bonds or other securities issued by us.
For inquiries on this matter, please contact
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Mitsui & Co., Ltd. |
Mitsui & Co., Ltd. |
The information contained in this news release is true and accurate at the time of publication; however, it may be subject to change without prior notice.