(Update on Disclosed Matter)
Mitsubishi Electric and Mitsubishi Heavy Industries Execute Contract for
Absorption-type Company Split to Integrate Power-generator SystemsBusinesses
TOKYO, December 11, 2023 – Mitsubishi Electric Corporation (TOKYO: 6503) and Mitsubishi HeavyIndustries, Ltd. (TOKYO: 7011) announced today that they have each signed a contract for an absorption-typecompany split with MTG Co., LTD, which has been established as a preparatory company to integrate the two
firms’ power-generator systems businesses under a planned joint venture. As previously announced, the twofirms agreed—in principle by a basic agreement (hereinafter MOU) on December 26, 2022 and in detail by adefinitive agreement (hereinafter DA) on May 29, 2023—on a plan to transfer their respective power-generator
systems businesses to the planned joint-venture company in which Mitsubishi Electric and Mitsubishi Heavy
Industries will become the shareholders on April 1, 2024.
Also today, Mitsubishi Electric and Mitsubishi Heavy Industries entered into a memorandum of understanding
regarding amendment of DA (hereinafter Amendment Agreement).
Item numbers below are consistent with the previous announcement on May 29, 2023, and newly announced
information is underlined.
2. Details of Integration(1) Schedule
Execution of basic agreement
Decision on Absorption-type Company Split
Execution of definitive agreements
Execution of company-split agreement
Execution of Amendment Agreement
Effective date of company splits

December 26, 2022
May 29, 2023
December 11,2023
April 1, 2024 (tentative)

Note1: Implementation of the planned business integration is subject to clearances, approvals and/or completion ofprocesses required by and from relevant governmental agencies and competition authorities.
Note2: Since both Mitsubishi Electric and Mitsubishi Heavy Industries are expected to implement simple absorption-type
splits, as set forth in Article 784, Paragraph 2 of the Companies Act of Japan, shareholder approval will not be
required by either company.

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(2) Method and Equity Contribution
The method will be an absorption-type company split. MTG, which was established as a preparatorycompany and is wholly owned by Mitsubishi Electric as a subsidiary, will become the succeeding company,and Mitsubishi Electric and Mitsubishi Heavy Industries will become the transferring companies.
MTG will issue 1,645 shares and 12,403 shares of common stock respectively to Mitsubishi Electric andMitsubishi Heavy Industries in compensation for the company splits from the two companies. All shares
will be allotted to the two companies, after which Mitsubishi Heavy Industries will assign a portion of its
common stock holdings to Mitsubishi Electric so that Mitsubishi Electric will hold 51% and Mitsubishi
Heavy Industries will hold 49% of the joint-venture company’s shares as of the effective date of companysplits.
Additionally, MTG will change its company name to Mitsubishi Generator Co., LTD, on the effective dateof company splits.
(3) Share Acquisition Rights and Bonds with Share Acquisition Rights
Mitsubishi Electric has not issued any share acquisition rights nor has it issued any bonds with shareacquisition rights. The obligations under share acquisition rights issued by Mitsubishi Heavy Industries
will not be transferred to or succeeded by MTG. Mitsubishi Heavy Industries has not issued any bonds
with share acquisition rights.
(4) Changes in Amounts of Capital Accompanying Company Splits
There will be no change in the capital stock or capital reserves of Mitsubishi Electric or Mitsubishi HeavyIndustries as a result of the company splits.
(5) Rights and Obligations Transferred to Joint-venture Company
MTG will, in accordance with their respective contracts for the company splits, assume the assets,
liabilities, rights, obligations and contracts that Mitsubishi Electric and Mitsubishi Heavy Industries havein relation to their respective power generator systems businesses.
(6) Outlook on Fulfillment of Obligations
Following the company splits, the obligations to be borne by MTG are expected to be duly performed.
3. Calculation Basis, etc., Concerning Allotment under the Company Splits
The number of shares of MTG to be allotted to Mitsubishi Electric and Mitsubishi Heavy Industries has been
determined through discussions and negotiations based on the value of the businesses to be transferred after
considering the performance forecast (revenues, expenses, profits and cash flows) of the businesses subject tothe integration, in addition to the assets, liabilities, contracts, rights and obligations, etc. to be transferred.

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4. Profile of the Parties of the Company Split(1) Splitting companies (as of March 31, 2023)
Company Name
Mitsubishi Electric Corporation
Head Office
2-7-3 Marunouchi, Chiyoda-ku, Tokyo
Representative
Summary of Business

Established
Paid-in Capital
Shares Issued
Book Closing Date
Major Shareholders
andShareholding Ratio

Kei Uruma
Representative Executive Officer,
President & CEO
Development, manufacturing, sales,and service of products such as
Infrastructure, Industry and Mobility,
Life, and Business Platform
January 15, 1921

Mitsubishi Heavy Industries, Ltd.
3-2-3 Marunouchi, Chiyoda-ku, Tokyo
Seiji Izumisawa
President & CEO
Major products and operations: Energy
Systems, Plants & Infrastructure Systems,Logistics, Thermal & Drive Systems,Aircraft, Defense & Space
January 11, 1950

175,820 million yen
2,147,201,551 shares
March 31
The Master Trust Bank of Japan, Ltd.
(Trust Account): 15.7%
SSBTC CLIENT OMNIBUS
ACCOUNT: 5.6%
Custody Bank of Japan, Ltd. (TrustAccount): 5.0%

265,608 million yen
337,364,781 shares
March 31
The Master Trust Bank of Japan, Ltd.
(Trust Account): 15.9%
Custody Bank of Japan, Ltd. (TrustAccount): 5.5%
Meiji Yasuda Life Insurance Company:
2.3%

Operating Results for the Most Recent Business Year and Financial Positions as of the End of the Business Year(FY ended March 2023)

Total Equity
Total Assets
Equity Attributable to
Shareholders per Share
Revenue
Operating Profit
Profit from BusinessActivities
Profit Before IncomeTaxes
Net Profit Attributable
to Shareholders
Basic Earnings perShare Attributable to
Shareholders

3,363,224 million yen
5,582,519 million yen

1,883,984 million yen
5,474,812 million yen

1,533.98 yen

5,183.10 yen

5,003,694 million yen
262,352 million yen

4,202,797 million yen--

193,324 million yen

292,179 million yen

191,126 million yen

213,908 million yen

130,451 million yen

101.30 yen

388.43 yen(2) Succeeding company (as of July 24, 2023)
Company Name

MTG Co., LTD

Head Office

2-7-3 Marunouchi, Chiyoda-ku, Tokyo

Representative

Yoshihide Asakura
Representative Executive Officer

Summary of Business① Design, manufacture, sales and after-sales servicing of generator andelectrical equipment/devices associated with generator for power plantfacilities.
② Any businesses incidental or related to the above.

Established

July 24, 2023

Paid-in Capital

20 million yen

Shares Issued

40 shares
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Book Closing Date
Major Shareholders andShareholding Ratio

March 31
Mitsubishi Electric 100%

Note: MTG’s operating results for the most recent fiscal year are not provided because the firm was established on July 24, 2023
and thus has no operating results to date.

5. Overview of Business to Be Transferred(1) The scope of the business integration will be as follows.
① Design, manufacture, sales and after-sales servicing of generators and electrical equipment /devices
associated with generator for power plant facilities.
② Any businesses incidental or related to the above..
(2) Operating results of the business to be transferred (FY ended March 2023)
Mitsubishi ElectricTransferred business
Revenue

28,107 million yen

Mitsubishi Heavy Industries
Transferred business
Revenue

21,212 million yen(3) Item and book values of assets and liabilities to be split off or taken over in absorption-type split(FY ended March 2023)
Mitsubishi ElectricAssets

Liabilities

Item

AmountItem

AmountTotal Assets

7,882 million yen

Total Liabilities

2,462 million yen

Mitsubishi Heavy Industries
AssetsLiabilities

Item

AmountItem

AmountTotal Assets

7,016 million yen

Total Liabilities

370 million yen

Note: Above information is based on forecasts as of end March 2024. Actual assets or liabilities to be transferred maychange.

6. Overview of succeeding company after execution of company split(1) Name
Mitsubishi Generator Co., Ltd.
(2) Head office
1-1-2 Wadasakicho, Hyogo-ku, Kobe City, Hyogo(3) Representative
Naohiro Nakano, President and Representative Director(4) Business
Please refer to 4(2) Summary of Business(5) Paid-in capital
1,000 million yen(6) Fiscal year end
March 31
Note 1: MTG will change its company name from “MTG Co., LTD” to “Mitsubishi Generator Co., Ltd.” and relocate its head
office from Tokyo to Hyogo (1-1-2 Wadasakicho, Hyogo-ku, Kobe City) as of the effective date of company splits.
Note 2: For Mitsubishi Electric and Mitsubishi Heavy Industries, the two splitting companies, there is no change regarding thefollowing: Company Name, Head Office, Representative, Summary of Business, Paid-in Capital, or Book Closing Date.

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7. Outlook
The impact of the company splits on the business results and forecasts of Mitsubishi Electric and MitsubishiHeavy Industries are expected to be negligible.
(For reference)
Consolidated Financial Results Forecasts and Previous year’s Results
Mitsubishi Electric (Announced on October 31, 2023)
Revenue
Forecasts(FY ended March 2024)

Results(FY ended March 2023)(unit: million yen)

Operating Profit

Profit Before
Income Taxes

5,200,000

330,000

355,000

260,000

5,003,694

262,352

292,179

213,908

Mitsubishi Heavy Industries (Announced on November 6, 2023)
Revenue
Forecasts(FY ended March 2024)

Results(FY ended March 2023)

Net Profit
Attributable toShareholdersProfit from
Business Activities(unit: million yen)
Profit Before
Income Taxes

Net Profit
Attributable toShareholders

4,300,000

300,000

290,000

190,000

4,202,797

193,324

191,126

130,451

Media inquiries
Mitsubishi Electric Corporation
Public Relations Division
prd.gnews@nk.MitsubishiElectric.co.jp
Mitsubishi Heavy Industries, Ltd.
Corporate Communication Department
mediacontact_global@mhi.com

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