Tokyo, August 6,
2010 --- Hotel Okura Co., Ltd. (�Hotel Okura�) announced today that it
had entered into an agreement with Japan Airlines International Co., Ltd.
(�JALI�) to acquire 79.6% of the issued shares of JAL Hotels Co., Ltd (�JAL
Hotels�) held by JALI.
1. Objective
Hotel Okura�s objective is to strengthen global competitiveness and
establish its position as a Japan-originating global hotel chain that contributes
to Japan�s hotel industry. The company operates mainly in Japan and other
Asian regions, and strives to become the number one hotel in each destination.
JAL Hotels is a leading Japanese hotel chain operator that boasts both
top class sales and a leading network. The hotel chain made its reputation
abroad, especially in the growing Asian market, with its top-notch quality.
Showing great affinity for each other as partners who share corporate
direction and vision, Hotel Okura and JAL Hotels expect that the business
synergy from the strong alliance produced through the transaction described
in this announcement will not only deliver merit in terms of group size,
international competitiveness and enrichment of human resources, but will
also generate varied positive effects in areas such as marketing, business
development, further expansion of existing training programs, information
sharing and increased valuation of the brand overall.
2. Method of Acquisition
This is an all-cash stock acquisition to obtain 6,800,000 shares (79.6%)
currently owned by JALI.
3. Overview of JAL Hotels Co., Ltd.
(1) Company name JAL Hotels Co., Ltd.
(2) Registered head office 2-4-11 Higashi-Shinagawa, Shinagawa-ku,
Tokyo 140-0002, Japan
(3) Representative Katsumi Chiyo, President
(4) Business profile Self owned hotel management and operation of management
contract hotels inside and Japan and abroad
(5) Capital JPY 4.272 billion
(6) Date of establishment July 1, 1970
(7) Relationship with Hotel Okura : Capital relationship: Holds minority
share of Hotel Okura Co., Ltd.
4. Overview of company selling shares
(1) Company name Japan Airlines International Co., Ltd.
(2) Registered head office 2-4-11 Higashi-Shinagawa, Shinagawa-ku,
Tokyo 140-8637, Japan
(3) Representative Eiji Katayama, Enterprise Turnaround Initiative
Corporation of Japan
(4) Business profile Airfreight business
(5) Capital JPY 200 Billion
(6) Date of establishment October 1, 1953
(7) Relationship with Hotel Okura
5. Share ownership
(1) Shares before acquisition: 0 (Voting shares: 0; ownership percentage:
0%)
(2) Acquired shares: 6,800,000 (Voting shares: 68,000; 100 shares per
lot)
(3) Shares after acquisition: 6,800,000 (Voting shares: 68,000; ownership
percentage: 79.6%)
(4) Major stockholders and ratio after the acquisition
-
Hotel Okura Co., Ltd.?? 79.6%
-
Japan Airline International Co., Ltd. 11.1%
-
Mizuho Corporate Bank, Ltd. 1.60%
-
Sumitomo Mitsui Banking Corporation 1.57%
-
The Bank of Tokyo-Mitsubishi UFJ, Ltd. 1.57%
-
Others including financial institutes, employee 4.56% stock options, individual
shareholders etc.
6. Timing
August 6, 2010: Execution of the share transfer agreement
September 30, 2010: Transfer
7. Post-acquisition prospects
As a result of the transaction described in this announcement, JAL
Hotels Co., Ltd. and Hotel Okura Co., Ltd. will partner to form a cooperative
framework. Hotel Okura believes that by combining �the guest house of Japan�
with �the wings of Japan,� it is poised to be the only hotel chain in the
world that offers Japanese hospitality, comfort and hotel services.
Additionally, after acquisition, Hotel Nikko and Hotel JAL City will
retain their names. Various programs, gift certificates, coupons and other
marketing programs related to JAL mileage will also continue.
The effect the transaction will have on the consolidated results of
the fiscal year ending March 2011, will be restricted to a half-year period
starting from October and ending in March.
Hotel Okura Co., Ltd.
Establishment date: December 11, 1958 Registered head office: 2-10-4
Toranomon, Minato-ku, Tokyo 105-0001 Japan Representative: Toshihiro Ogita,
President Capital: JPY 3 billion Business profile: Ownership of hotel properties
and ownership and management of hotel companies, management of contracts
and technical assistance for chain hotels, ownership and management of
hotel-related companies, consulting on hotel development and improvements
URL www.okura.com
About Okura Hotels & Resorts
Okura Hotels & Resorts is an international hotel group operated
by Hotel Okura Co., Ltd. Working with its corporate philosophy of providing
the best accommodations, cuisine and service (Best ACS), Okura Hotels &
Resorts commands a total of 24 member hotels in Japan and abroad including
three new hotels to be opened.
Over the 30 years since its formation, Okura Hotels & Resorts has
constructed a global network of high quality internationally as well as
in Japan. Fusing the delicate consideration of Japanese culture with European
and American functionality, Okura hospitality welcomes guests from around
the world to its spaces of relaxation and comfort.