Notice of the Planned Share Transfer of Mitsui Rail Capital Europe B.V.

Aug. 7, 2023

Main Contents

Mitsui & Co., Ltd. ("Mitsui", Head Office: Tokyo, President and CEO: Kenichi Hori) today decided to divest all of its shares in Mitsui Rail Capital Europe B.V. ("MRCE"), its wholly-owned subsidiary engaged in full-service locomotive leasing business in Europe, to Beacon Rail Metro Finance B.V., and has signed a share purchase agreement (the "Transaction"). While Mitsui has been contributing to the sustainable growth of European freight and passenger rail transport services for about 20 years through MRCE, the Transaction is to be carried out as part of an ongoing strategy to reorganize its business portfolio.

1. Overview of the subsidiary to be transferred (MRCE)

Please scroll horizontally to look at table below.

(1) Name Mitsui Rail Capital Europe B.V.
(2) Location Barbara Strozzilaan 366, Eurocenter Building 2, 5th Floor,1083 HN Amsterdam, The Netherlands
(3) Title and name of representative Morihiro Aoki (CEO)
(4) Description of business Full service locomotive leasing business in Europe
(Number of locomotives handled: Approximately 220)
(5) Capital 78 million euros (12,090 million yen)
Converted at a EUR/JPY rate of 155
(6) Date of establishment October 7, 2004
(7) Major shareholders and ownership ratios Mitsui 100%
(8) Relationship between Mitsui and the said company Capital relationship MRCE is 100% owned by Mitsui.
Personnel relationship Mitsui dispatches directors and an employee to MRCE.
Business relationship Mitsui grants guarantee for MRCE's financial indebtedness.
(9) Operating results and financial positions of said company for the last three years
Converted at a EUR/JPY rate of 155
Fiscal year ended FY March, 2020 FY March, 2021 FY March, 2022
Total assets 743 million euros
115,104 million yen
680 million euros
105,390 million yen
640 million euros
99,153 million yen
Revenue 122 million euros
18,904 million yen
99 million euros
15,303 million yen
149 million euros
23,107 million yen

2. Overview of the counterparty to the acquisition of shares

(1) Name Beacon Rail Metro Finance B.V.
(2) Location 1076 Amsterdam, Locatellikade 1, Netherlands
(3) Description of business Rail lessor of passenger and freight rolling stock across the UK and continental Europe
(4) Relationship between Mitsui and the said company Capital relationship n.a.
Personnel relationship n.a.
Business relationship n.a.
Status of related parties n.a.

3. Number of shares transferred, transfer price, and shareholding before and after the transfer

(1) Number of shares held before the change 780,000 shares
(Ratio of voting rights held: 100%)
(2) Number of shares transferred 780,000 shares
(3) Number of shares held after the change 0 shares
(Ratio of voting rights held: 0%)
(4) Transfer price The transfer price is not disclosed based on an agreement between the parties.
The transfer price is an appropriate amount determined through bidding.

4. Schedule

(1) Date of resolution at the meeting of the Board of Directors August 7, 2023
(2) Date of share purchase agreement signing August 7, 2023
(3) Completion date of the transfer Before the end of the fiscal year ending March 2024 (scheduled)

5. Outlook for the future

This Transaction is expected to be completed by the end of the fiscal year ending March 2024, subject to approval by relevant authorities. Mitsui will record a profit following the completion of the Transaction, the majority of which has been reflected in Mitsui's forecast for the fiscal year ending March 2024 announced on May 2, 2023.


For inquiries on this matter, please contact

Mitsui & Co., Ltd.
Investor Relations Division
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Mitsui & Co., Ltd.
Corporate Communications Division
Telephone: +81-80-5912-0321
Facsimile: +81-3-3285-9819
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