Mitsui & Co., Ltd. ("Mitsui", head office: Tokyo, President & CEO: Masami Iijima) has decided to participate in a share purchase program through public tender offering ("the Program") implemented by T-Gaia Corporation ("T-Gaia"), starting from March 1, 2011. Mitsui's participation will cover its holding of 90,000 shares of T-Gaia common stock (17.56% of total shares issued).
1. Reasons for Participation in the Program
Mitsui established Mitsui Electronic Telecommunication Services Co., Ltd. in 1992 by spinning off Mitsui's information and communications equipment sales operations. Its corporate name was changed to Telepark Corporation in 2004. Through the merger with MS Communications Co., Ltd. in 2008, it was renamed as T-Gaia Corporation. Mitsui has since built a good relationship with T-Gaia as its major shareholder.
In consideration of Mitsui's corporate strategy to optimize its business portfolio, Mitsui has decided to participate in the Program.
2. Corporate Profile of T-Gaia (as of December 31, 2010)
|(1) Corporate name
|(3) Location of head office
||1-18, Ebisu 4-chome, Shibuya-ku, Tokyo
|(4) Date of establishment
||February 1992 (as Mitsui Electronic Telecommunication Services Co., Ltd.)
|(5) Business activities
||Sales and distribution of mobile phones, sales agency business, and sales and brokerage service for telecommunication services.
|(6) Number of employees
|(7) Amount of capital
|(8) Shares issued
||512,419 shares (as of February 28, 2011)
|(9) Shares held by Mitsui
||116,727 shares (22.78% of total shares issued)
3. Change in the Shareholding of Mitsui in T-Gaia by the Anticipated Share Transfer Resulting from the Program
|Shares held by Mitsui before transfer
||(22.78% of total shares issued)
|Shares anticipated to be transferred from Mitsui to T-Gaia
|Shares held by Mitsui after transfer
||(5.22% of total shares issued)
If the Program is settled through proportional distribution, the number of shares to be purchased by T-Gaia will be allocated on a pro-rata basis among participants of the Program.
Depending on the final number of shares to be transferred, it is possible that T-Gaia will cease to be Mitsui's associated company.
4. Outline of the Program
|Announcement of the Program
||March 1, 2011
|The Program Starting Date
||March 1, 2011
|The Program Closing Date
||April 4, 2011
|Settlement Commencement Date
||April 26, 2011
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.