March 19, 2021
To whom it may concern,
Company Name
Representative
Company Name
Representative

Mitsubishi UFJ Lease & Finance Company Limited
Takahiro Yanai, President & CEO(Code: 8593, 1st Section of Tokyo Stock Exchange,
and 1st Section of Nagoya Stock Exchange)
Hitachi Capital Corporation
Seiji Kawabe, President & CEO(Code: 8586, 1st Section of Tokyo Stock Exchange)

Notice concerning Major Shareholders after the Business Integration
As announced in the “Signing of Share Transfer Agreement” announced by Mitsubishi UFJ Financial
Group, Inc. (“Mitsubishi UFJ Financial Group”), a major shareholder of Mitsubishi UFJ Lease &Finance Company Limited (“Mitsubishi UFJ Lease”) and Hitachi Capital Corporation (“HitachiCapital”) as of today, and “Signing of Agreement to Transfer Shares of MUL and HCC to MC”
announced by Mitsubishi Corporation (“Mitsubishi Corporation”), a major shareholder of Mitsubishi
UFJ Lease as of today, a portion of the shares of Mitsubishi UFJ Lease and Hitachi Capital held by
Mitsubishi UFJ Financial Group and its consolidated subsidiary companies is expected to betransferred to Mitsubishi Corporation as of March 25, 2021 (the “Share Transfer”). Thus, it is herebynotified given the prospect of major shareholders after the Business Integration (to be defined below)
in consideration of the Share Transfer.
1.

BackgroundAs announced in the press release titled “Notice concerning Conclusion of Agreement on Business
Integration through Merger between Mitsubishi UFJ Lease and Hitachi Capital” dated September 24,
2020, Mitsubishi UFJ Lease and Hitachi Capital will conduct the business integration (the “BusinessIntegration”) through the absorption-type merger (the “Merger”) with April 1, 2021, being theeffective date and in which Mitsubishi UFJ Lease will be the surviving company, and Hitachi Capitalwill be the merged company.
Concerning the Merger, while each of the extraordinary meetings of shareholders of the twocompanies held on February 26, 2021 approved it, as mentioned above, it was announced today by
Mitsubishi UFJ Financial Group and Mitsubishi Corporation to conduct the Share Transfer in advanceof the Business Integration.
The trade name of the new company after the Business Integration is planned to be “Mitsubishi HC
Capital Inc.” (“Mitsubishi HC Capital”).
2.

Outline of the Share Transfer(1) Transferor(2) Transferee(3) Target shares(4) Scheduled transfer date

Mitsubishi UFJ Financial Group, Inc.
MUFG Bank, Ltd.
Mitsubishi Corporation
Shares of Mitsubishi UFJ Lease: 35,372,734 shares
Shares of Hitachi Capital: 3,507,379 shares
March 25, 2021

-1-It is confirmed that the Share Transfer does not fall under a change in major shareholders for both
Mitsubishi UFJ Lease and Hitachi Capital.
3.

Holding Ratio After the Business Integration

It was communicated that Mitsubishi UFJ Financial Group (including those shares held by its
consolidated subsidiary companies) is intended to have approximately 20%, and MitsubishiCorporation will have approximately 18% of the holding ratio in Mitsubishi HC Capital after theBusiness Integration. Also, it was communicated by Mitsubishi UFJ Financial Group and Mitsubishi
Corporation that even after the Business Integration, there is the prospect of both companies
positioning Mitsubishi HC Capital as an affiliated company to which the Equity Method is applied.
Based on the current number of shares held, in addition to Mitsubishi UFJ Financial Group andMitsubishi Corporation, Hitachi, Ltd. is expected to be a major shareholder with approximately 14%of the holding ratio of Mitsubishi HC Capital after the Business Integration.
(Note) The above holding ratio may change due to exercise of appraisal rights by dissenting
shareholders concerning the Merger.
4.

Future Outlook

The Share Transfer has no impact on the operating results of Mitsubishi UFJ Lease and Hitachi
Capital. Regarding clearances concerning anti-trust laws, etc. that will be necessary in advance ofthe Merger, receipt of all such necessary clearances has been completed as of today. In addition toboth companies having continued discussions on the synergies in terms of sales, final preparation
toward the Business Integration is underway.
Also, forecasts of operating results of Mitsubishi HC Capital shall be disclosed promptly as they aredetermined. After the incorporation of Mitsubishi HC Capital, a medium-term management plan for
the group after the Business Integration will be formulated and disclosed in consideration of themanagement environment surrounding and projected business strategies of the group after theBusiness Integration.
■Contact information
Mitsubishi UFJ Lease & Finance Company Limited
Corporate Communications Department
5-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo, 100-6525
TEL +81-3-6865-3002
Hitachi Capital Corporation
Corporate Strategy Division, Corporate Planning Department
3-1, Nishi Shimbashi 1-chome, Minato-ku, Tokyo, 105-0003
TEL +81-3-3503-2118
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