May 8, 2015
Notice Regarding Hybrid Bond Issuance
Mitsubishi Corporation (MC) today announced that it plans to issue its inaugural Hybrid Bond primarily to institutional investors in the domestic market. The Hybrid Bond will be the first-ever public placement by corporate issuers in the Japanese market.
There is wider range of companies in overseas market, particularly utility companies in Europe, choosing to issue Hybrid Bonds, and MC is willing to issue Hybrid Bonds regularly to develop and cultivate a new market for Hybrid Bonds in Japan.
1．Objectives of the Hybrid Bond Issuance
MC regards Hybrid Bonds and Hybrid Loans (Unsecured and Subordinated Loans, together with Hybrid Bonds, hereinafter collectively referred to as “Hybrid Finance”) as valuable financial instruments in reinforcing its growth potential and financial stability without having an adverse impact on capital efficiency, such as Return on Equity (ROE). MC is aiming to achieve capital and financial policy targets highlighted in New Strategic Direction, the company’s current corporate strategy, through the flexible use of Hybrid Bonds and Hybrid Loans.
MC today submitted an Amended Shelf Registration Statement to the Director-General of the Kanto Local Finance Bureau in regard to the Hybrid Bond Issuance. Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. has been appointed as the sole book-runner for the Hybrid Bond, and an offering will follow, subject to market conditions, by June 2015.
3．Characteristics of Hybrid Finance
Hybrid Finance is positioned between debt and equity and is classified as a financial liability in accounting. This type of financing has a longer maturity than senior bonds and loans and allows the issuer the option to defer interest payment while its payment priority can be considered as subordinated debt in bankruptcy proceedings. Under the terms and conditions of Hybrid Finance, MC expects it will be eligible for 50% equity treatment from rating agencies. In addition, stock dilution will not happen since Hybrid Finance does not entail any conversion to shares of common stock.
This announcement is intended as general information regarding the issuance of securities. This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia). This announcement does not constitute or form a part of any offer of, or the solicitation of an offer to buy or subscribe for, securities in the United States or in any jurisdiction in which such offer or solicitation is unlawful. The securities have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of, US persons (as such term is defined in Regulation S under the Securities Act), absent registration or an exception from registration under the Securities Act. No public offering of the securities will be made in the United States.
Inquiry RecipientMitsubishi Corporation
Telephone:+81-3-3210-2171 / Facsimile:+81-3-5252-7705