Komori
M&A and Subsidiary Changes5711Mitsubishi Materials CorporationIron & Steel, Nonferrous Metals

(Change to Disclosed Information) Execution of a Definitive Agreement for the Integration, through a Company Split (Simplified Absorption-Type Company Split), of the Businesses Relating to the Purchase of Copper Concentrate and Sale of Electrolytic Copper and Other Products

The effective date of this absorption-type company split has been postponed from 1 October 2026 to 1 February 2027, and the dates for the Board of Directors’ resolutions, execution of the agreement and PPC’s shareholders’ meeting resolution have also been pushed back.

Worth reading
68In focus
Scored from 1 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Name of transaction
CounterpartyPan Pacific Copper Co., Ltd., JX Advanced Metals Corporation, Mitsui Kinzoku Company,Limited, Marubeni Corporation, New company
Disclosing companyMitsubishi Materials Corporation
New companySubject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Business involving the purchase of copper concentrates and the sale of electrolytic copper, sulfuric acid and other by-products of copper smelting derived from copper concentrates

Impact on Business Performance

The impact of this matter on our consolidated results has been incorporated, to the extent reasonably estimable, into the consolidated earnings forecast for the fiscal year ending March 2027 announced on 6 August 2026. If any matters requiring disclosure arise in the future, we will disclose them promptly.

Procedures and assumptions
Conditions Precedent to ExecutionCompletion of filings with, and acquisition of permits and approvals from, the Japan Fair Trade Commission and other relevant authorities in Japan and overseas, among other conditions. The effectiveness of this First Absorption-Type Company Split is subject to the effectiveness of a 17-for-1 stock split of PPC shares.
This transaction
ItemDetails
Transaction nameName of transaction
Counterparty namePan Pacific Copper Co., Ltd., JX Advanced Metals Corporation, Mitsui Kinzoku Company,Limited, Marubeni Corporation, New company
Name of the Subject CompanyNew company
Business Description of the Subject CompanyBusiness involving the purchase of copper concentrates and the sale of electrolytic copper, sulfuric acid and other by-products of copper smelting derived from copper concentrates
Impact on Business PerformanceThe impact of this matter on our consolidated results has been incorporated, to the extent reasonably estimable, into the consolidated earnings forecast for the fiscal year ending March 2027 announced on 6 August 2026. If any matters requiring disclosure arise in the future, we will disclose them promptly.
Date of board resolution6 August 2026 (resolution to execute this amendment agreement and change the schedule) / November 2026 (scheduled Board of Directors’ resolution to approve this absorption-type company split agreement)
Contract Date6 August 2026 (this amendment agreement) / November 2026 (this absorption-type company split agreement, scheduled)
Execution Date / Effective Date1 February 2027 (scheduled)
Conditions Precedent to ExecutionCompletion of filings with, and acquisition of permits and approvals from, the Japan Fair Trade Commission and other relevant authorities in Japan and overseas, among other conditions. The effectiveness of this First Absorption-Type Company Split is subject to the effectiveness of a 17-for-1 stock split of PPC shares.
Items this document does not state (23)
Location of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

This was due to consideration of the time required to complete the review of the business combination by the Japan Fair Trade Commission and other relevant authorities in Japan and overseas.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
(Change to Disclosed Information) Execution of a Definitive Agreement for the Integration, through a Company Split (Simplified Absorption-Type Company Split), of the Businesses Relating to the Purchase of Copper Concentrate and Sale of Electrolytic Copper and Other Products | Mitsubishi Materials Corporation (5711) timely disclosure | Komori