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- Mitsui & Co., Ltd.
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- Mitsui & Co., Ltd.
Corporate Communications Division
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Main Contents
Mitsui & Co., Ltd. ("Mitsui", Head Office: Tokyo, President and CEO: Kenichi Hori) announces that through its wholly owned US subsidiary, MBK USA Auction Inc. ("MBK USA Auction"), it acquired all the shares of the US truck auction company, Taylor & Martin Enterprises, LLC ("Taylor & Martin"), in April 2024. With the decision to make a capital increase for the purpose of this acquisition, MBK USA Auction has become a specified subsidiary* of Mitsui.
1. Reason for the Change
MBK USA Auction was established in February 2024 to acquire the shares of Taylor & Martin. Subsequently, at the time of the acquisition, Mitsui decided to make a capital increase leading to the total capital of MBK USA Auction becoming equivalent to more than 10% of Mitsui's capital, qualifying MBK USA Auction as a specified subsidiary.
2. Outline of the Designated Consolidated Subsidiary
| (1) Name | MBK USA Auction Inc. | |
|---|---|---|
| (2) Location | Delaware, United States | |
| (3) Title and name of representative | Masahiro Soda (President) | |
| (4) Discription of business | Investment in Taylor & Martin Enterprises, LLC, a US truck auction company | |
| (5) Share capital | USD 243 million / JPY 35.2 billion (USD/JPY 145) | |
| (6) Date of establishment | February 2024 | |
| (7) Major shareholders and ownership ratio | Mitsui: 100% | |
| (8) Relationship between Mitsui and the said company | Capital relationship | 100% owned by Mitsui |
| Personnel relationship | Mitsui has dispatched one non-executive director | |
| Business relationship | There are no transaction relationships to be reported | |
3. Date related to the Change
Date of capital increase decision: April 19, 2024
Date of capital increase execution: April 19, 2024
4. Outline of the Capital Increase
| (1) | Amount of Capital Increase | USD 243 million / JPY 35.2 billion (USD/JPY 145) |
|---|---|---|
| (2) | Capital Amount | Before: USD 100 / JPY 14,500 (USD/JPY 145) |
| (3) | After: USD 243 million / JPY 35.2 billion (USD/JPY 145) | |
| (4) | Equity share | Before: 100% |
| (5) | After: 100% |
5. Outlook
The impact related to the acquisition of Taylor & Martin is reflected in Mitsui's forecast announced on May 1, 2024, and there is no impact on the foreast due to the change of the specified subsidiary.
*A subsidiary that hits any of the following threshold (Following Article 19, Paragraph 10 of the Cabinet Office Ordinance on Disclosure of Corporate Information)
(1) Sales or purchases to the Company (the parent company) account for 10% or more of the Company (the parent company)'s purchases or sales.
(2) Total equity are 30% or more of the net assets of the Company (parent company)
(3) The amount of capital or investment is 10% or more of the capital of the Company (parent company)
Mitsui’s Materiality
“Build brighter futures, everywhere” as our corporate mission, and to gain the trust and expectations of our stakeholders to realize a better tomorrow for earth and for people around the world, we have identified five material issues (“Materiality”) for Mitsui’s sustainable growth. We anticipate this particular project/ business to contribute especially to the realization of “Secure sustainable supply of essential products”
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Secure sustainable supply of essential products
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Enhance quality of life
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Create an eco-friendly society
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Develop talent leading to value creation
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Build an organization with integrity