Press Release
JERA Co., Inc. Succeeds Existing Fuel Business (Upstream/Procurement) and Overseas Power Generation/Energy Infrastructure Business by Company Spin-Off
May 23, 2016
Chubu Electric Power Co.,Inc.
Chubu Electric Power would like to announce that it concluded an absorption-type split agreement ("the Spin-Off") with JERA Co., Inc. ("JERA") to have JERA succeed Chubu Electric Power's existing fuel (upstream/procurement) and overseas power generation/energy infrastructure businesses, as well as Hitachinaka Generation Co., Inc.'s thermal power station replacement/establishment business ("the Business").
1 Purpose of company spin-off
Chubu Electric Power agreed with Tokyo Electric Power Company, Inc. ("TEPCO") to have JERA succeed the Business. After signing a Joint Venture Agreement with TEPCO, Chubu Electric Power has been carrying forward such required procedures as consultations with relevant parties.
With this company spin-off, JERA will assume operations of the Business from July 01, 2016.
2 Summary of company spin-off
The Business covered by Chubu Electric Power will be transferred under a company spin-off (i.e., absorption-type split where Chubu Electric Power is the company spinning off a business and JERA is the succeeding company).
|
Conclusion date of absorption-type split agreement |
May 23, 2016 |
|---|---|
|
General meeting of shareholders deciding whether to approve absorption-type split agreement (JERA) |
Late June 2016 (scheduled) |
|
Date in which the absorption-type split will take effect |
July 01, 2016 (scheduled) |
|
Spin-off considerations |
452,000 JERA common shares |
|
Business succeeded by the succeeding company |
Chubu Electric Power's existing fuel business (upstream/procurement) and overseas power generation/energy infrastructure business, as well as Hitachinaka Generation Co., Inc.'s thermal power station replacement/establishment business |
|
Rights and obligations succeeded by the succeeding company |
JERA will succeed Chubu Electric Power's rights and obligations associated with the Business. JERA will not succeed any debts by the Spin-Off |
Note: Chubu Electric Power will carry out the Spin-Off without approval of the general meeting of shareholders, in pursuant to Article 784, Paragraph 2 (simple spin-offs) of the Company Law.
3 Overview of companies involved in company spin-off
|
Company spinning off business |
Company succeeding business |
|
|---|---|---|
|
Company name |
Chubu Electric Power Co., Inc. |
JERA Co., Inc. |
|
Business activities |
Electricity business (excluding the Business) |
Fuel and domestic/overseas power generation businesses, etc. |
|
Established date |
May 01,1951 |
April 30,2015 |
|
Location of headquarters |
1 Higashi-shincho, Higashi-ku,Nagoya |
2-7-1 Nihonbashi,Chuo-ku,Tokyo |
|
President |
President & Director: Satoru Katsuno |
President : Yuji Kakimi |
|
Capital |
430.777 billion yen |
5 billion yen |