Notice Concerning Capital and Business Alliance between MOL and NCC
February 13, 2018
Mitsui O.S.K. Lines, Ltd.
Nippon Concept Corporation
TOKYO-Mitsui O.S.K. Lines, ("MOL"; President & CEO: Junichiro Ikeda ; headquarters: Minato-ku, Tokyo) and Nippon Concept Corporation ("NCC"; President Takayoshi Matsumoto; headquarters: Chiyoda-ku, Tokyo) today announced the conclusion of a capital and business alliance agreement ("the agreement").
1. Details of capital and business alliance
MOL plays a major role in the ocean shipping industry, in which the business environment is undergoing rapid changes, such as sluggish and fluctuating markets and industrial reorganizations, due to structural changes in energy demand in recent years and the ongoing trend toward local production for local consumption. Under this business environment, MOL set out policies in its "Rolling Plan 2017" announced on April 28, 2017, to carefully select business fields that have a clear competitive edge and strategically allocate human resources and investment in fields that can create stable profits and demonstrate the company's advantages. Since then, it has moved ahead to strengthen its business based on those policies. Some of the fields in which it strategically allocates human resources and investment include chemical tanker and logistics; at the same time, it is promoting a study on entering the tank container business.
NCC, as an international logistics corporation that specializes in the transport of liquid cargo and various types of gases including chlorofluorocarbon (CFC), provides a unique service - door-to-door international multimodal transport of liquid cargo, CFC and other various gases - creating the optimal combination of transport modes and routes from shipper to destination. Under the company's basic policy of further expanding its logistics networks in Japan and overseas and enhancing its management base to ensure sustainable growth, it has also worked to firmly establish the NCC brand on a global scale and acquire new customers, with the aim of dramatically expanding its business worldwide, including Europe and Asia, as well as the United States, a market it entered seven years ago.
Against this backdrop, MOL and NCC concluded the agreement with the objective of developing a comprehensive two-way strategic partnership including both partners' group companies, and steadily enhancing their businesses. For example, the agreement gives NCC the opportunity to globally increase its name recognition and enhance its competitiveness by integrating MOL Group companies' overseas networks with its existing networks. For MOL, it will be an opportunity to expand business in liquid chemical product transport business, which requires considerable expertise and has the potential to generate stable profits. Both companies are confident that the agreement will facilitate those business opportunities. The companies will also continue discussions on other issues that will mutually benefit them as they build a partnership that will maximize corporate value for both partners.
(2)Details of capital alliance
NCC plans to accept one full-time director and one part-time director from MOL on its board of directors upon the resolution of the general meeting of shareholders.
MOL plans to acquire 15% of NCC's issued shares in total through acquisition of its issued shares and subscription to new shares issued through a third-party allocation by NCC.
(3)Details of business alliance
The business alliance between MOL and NCC covers the following issues:
- a) Share overseas networks and business networks
- b) Joint business and service operations
- c) Joint technology research and development
- d) Joint purchasing
- e) Proactive use of both companies' services
- f) Personnel exchange
- g) Other beneficial matters to enhance the businesses of both companies