Source - RNS
RNS Number : 4695V
Mitsubishi Corporation
03 December 2019
 

Translation of report filed with the Tokyo Stock Exchange on December 3rd, 2019

December 3rd, 2019

To whom it may concern:

Company name : Mitsubishi Corporation

Representative : Takehiko Kakiuchi, President and Chief Executive Officer

Code Number : 8058

Contact Akira Konuma, Press Relations Team Leader, Corporate Communications Dept.

 (Tel:03-3210-2171)

                        

Announcement of Transfer of Shares of Subsidiary

 

Mitsubishi Corporation (MC) hereby announces its decision to sell 25% of all its outstanding membership interests in DGC Westmoreland, LLC (DGCWML) to Kyuden International Westmoreland, LLC (Kyuden). The membership interests have been held by MC's wholly owned subsidiary Diamond Generating LLC (DGLLC).

 

1.Reason for Transfer of Membership Interests

In 2016, MC acquired a 50% interest in the Westmoreland natural gas-fired power generation project in Pennsylvania (the Project) through DGCWML. The Project commenced operations in December 2018, however, MC has decided to sell 25% of its interests. As a result of DGLLC entering into a Limited Liability Company Agreement with Kyushu, DGLLC is no longer in sole control of DGCWML.

 

2.Outline of Subsidiary

(1)

Name

DGC Westmoreland, LLC

(2)

Address

Wilmington, Delaware, U.S.

(3)

Title and Name of Representative

DGLLC (CEO, Hiromasa Ihara)

(4)

Description of Business

Holding company of a power generation project company

(5)

Capital

248 million U.S. dollars

(6)

Date of Establishment

March, 2016

(7)

Major Members and Membership Interest Ratios

DGLLC (100%)

(8)

Relationship Between Listed Company and Subsidiary

Capital Relationship

DGLLC owns 100% of all of the issued and outstanding membership interests of the subsidiary

Personnel Relationship

Subsidiary has no employees

Business Relationship

N/A

(9)

Consolidated Financial Situation and Business Performance (last three fiscal years (IFRS))

Not available

 

3.Outline of Buyer

(1)

Name

Kyuden International Westmoreland, LLC

 

(2)

Address

Wilmington, Delaware, U.S.

(3)

Title and Name of Representative

Kyuden Birdsboro Inc. (President and CEO, Yoshio Ogura)

(4)

Description of Business

Management and operation of subsidiary companies

(5)

Date of Establishment

August, 2019

(6)

Major Members and Membership Interest Ratios

Kyuden Birdsboro Inc. 100%

(7)

Relationship Between Listed Company and Buyer

No capital, personnel or business relationship between DGLLC and Buyer.

 

4. Number and Price of Membership Interests Sold and Percentage of Membership Interests (before and after the Change)

(1)

Number of Membership Interests Held Before Change

248,345,648 U.S. dollars

Percentage of membership interests: 100.0%

(2)

Number of Membership Interests Sold

62,086,412 U.S.  dollars

Percentage of membership interests: 25%

(3)

Number of Membership Interests Held After Change

 186,259,236 U.S. dollars

Percentage of membership interests: 75%

         Note: Number and percentage of membership interests are based on investment amounts.

          Note: In accordance with the confidentiality clause in the Purchase and Sale Agreement and the strong request of the Buyer, MC shall not be disclosing the membership interests transfer prices. MC recognizes the transfer price as fair value decided through negotiations with the Buyer.

 

5.Date of Change

(1)

Contract Date

30th September, 2019

(2)

Membership Interests Transfer Date

27th November, 2019

 

6.Outlook

The anticipated impact of this sale is included in MC's forecast for the fiscal year ending March 31, 2020.

End


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