Mitsubishi Motors will investigate involvement or participation in the business integration consideration.A memorandum of understanding (MOU) has been signed by Nissan Motor Co., Ltd. ("Nissan"), Honda Motor Co., Ltd. ("Honda"), and Mitsubishi Motors Corporation ("Mitsubishi Motors") to investigate the possibility of Mitsubishi Motors' involvement, participation, and sharing of synergy in relation to the business integration through the creation of a joint holding company as specified in an MOU between Nissan and Honda.
A fundamental agreement has been achieved by Nissan, Honda, and Mitsubishi Motors to move forward with talks based on the framework set forth in the Memorandum of Understanding (MOU) that Nissan and Honda signed on August 1 to begin a strategic alliance centered on electrification and intelligence. The three businesses have been having talks, and Mitsubishi Motors has been taking part in this framework.
The three companies have decided to investigate the possibility of achieving synergies at a higher level through Mitsubishi Motors' participation or involvement in the business integration, following Nissan and Honda's agreement to begin consideration toward a business integration through the establishment of a joint holding company amid the dramatic changes in the environment surrounding both companies and the automotive industry. Mitsubishi Motors wants to conclude its engagement in the business merger between Nissan and Honda by the end of January 2025.
"Honda and Nissan have begun considering a business integration, and will study the creation of significant synergies between the two companies in a wide range of fields," Makoto Uchida, director, president, CEO, and representative executive officer of Nissan, said in a statement marking the announcement. The fact that Mitsubishi Motors, Nissan's partner, is also participating in these talks is noteworthy. We believe that if this integration is successful, we will be able to provide a larger consumer base with even more value.
Toshihiro Mibe, the director and representative executive officer of Honda, stated: "We hope that Mitsubishi Motors' involvement in the business integration talks between Nissan and Honda will result in additional social change during this period of change in the automotive industry, which is thought to happen once every 100 years. We also hope that we will be able to become a leading company in creating new value in mobility through business integration." Beginning today, Nissan and Honda will begin their conversation with the goal of elucidating the potential for business merger by the end of January, taking Mitsubishi Motors into consideration.
"In an era of change in the automotive industry, the study between Nissan and Honda about a business integration will accelerate synergy maximization effects, bringing high value also to the collaborative businesses with Mitsubishi Motors," stated Takao Kato, director, representative executive officer, president, and chief executive officer of Mitsubishi Motors. We will also research the best way to collaborate in order to achieve synergies and maximize each company's assets.
As part of the potential share transfer related to their business merger (the "Share Transfer"), Honda and Nissan may submit a registration statement on Form F-4 ("Form F-4"), if it is carried out, to the U.S. Securities and Exchange Commission (the "SEC"). A prospectus and accompanying papers will be included in Form F-4, if it is submitted in conjunction with the share transfer. The prospectus included in the Form F-4 will be mailed to Honda and Nissan's U.S. shareholders before the shareholder meetings when the share transfer will be voted on, provided that the Form F-4 is filed and deemed valid. Important details about Honda and Nissan, the share transfer, and associated matters will be included in the Form F-4 and prospectus, assuming the Form F-4 is submitted.
Before making any decisions regarding the Share Transfer at the respective shareholders' meeting, U.S. shareholders of Honda and Nissan who receive the prospectus are advised to carefully read Form F-4, the prospectus, and any other documents that may be filed with the SEC in connection with the Share Transfer. Any documents submitted or filed with the SEC in relation to the Share Transfer will be made available on the SEC's website at www.sec.gov upon filing, at no cost. Additionally, the documents will be sent for free to any Honda or Nissan shareholder upon request. Please use the contact details below to submit a request.
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