Komori
Occurring Fact7157LIFENET INSURANCE COMPANYFinancials (excluding banks)

Notice regarding the execution of a capital and business alliance, termination of a capital alliance and changes to a business alliance, a secondary offering of shares, and planned changes in major shareholders and other affiliated companies

au Financial Holdings will transfer its 14,726,100 shares of LIFENET INSURANCE COMPANY to Japan Airlines Co.,Ltd., and LIFENET INSURANCE COMPANY is scheduled to commence a capital and business alliance with JAL. In connection with this, it will terminate its capital alliance with au Financial Holdings and change its business alliance with the KDDI Group to a non-capital-based arrangement.

Worth reading
53Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
14726100
Shares (18.32% of issued shares)
Wording
Avoiding a definitive answer
How definitive the wording is.

Planned formation of a capital and business alliance, termination of a capital alliance and change in a business alliance, secondary offering of shares, and changes in major shareholders and other affiliated companies

Subject Entity

LIFENET INSURANCE COMPANY, au Financial Holdings Co., Ltd., KDDI Corporation, and Japan Airlines Co.,Ltd.

Target Locations / Products

14,726,100 shares of the Company’s common stock, the Company’s insurance products and services, and the sales structure for the Company’s insurance products operated by the JAL Group

Occurrence30 April 2026 (date of the Board of Directors resolution and date of execution of the capital and business alliance agreement with JAL)
Same day
Awareness or receipt of notice30 April 2026 (date on which auFH reported the agreement to transfer its shares of the Company’s common stock to JAL)
This disclosure04/30/2026
Cause

The agreement between auFH and JAL to transfer 14,726,100 shares of the Company’s common stock owned by auFH to JAL. The change to the business alliance with the KDDI Group reflects changes in the business environment, including digitalization and advances in generative AI technology.

Amount of Impact on Business Performance

The amount is Not disclosed. The impact on results for the fiscal year ending March 2027 is minor.

Accounting period in which recognized

Fiscal year ending March 2027 (the period specified as subject to the impact on results)

Impact on Earnings Forecast

The impact of this matter on the Company’s results for the fiscal year ending March 2027 is minor.

Change in voting rights ownership ratio

JAL0.00%→18.33%(+18.33pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

JAL: 0 voting rights (0%). auFH: 147,261 voting rights (18.33%). Reference date: 31 March 2026.

Voting rights ownership percentage after the change

JAL: 147,261 voting rights (18.33%). auFH: 0 voting rights (0%). Reference date: 31 March 2026.

Related procedures

Type

Approval procedures relating to a major shareholder of an insurance company (a condition for completion of the transfer) and filing of a securities notice

Court or authority

Director of the Kanto Local Finance Bureau (recipient of the securities notice). The name of the approval authority for the major shareholder of an insurance company is Not disclosed.

Outlook

The transfer is scheduled to be completed in late June 2026, subject to the satisfaction of conditions including JAL obtaining approval relating to a major shareholder of an insurance company. Following completion, the parties will proceed with the joint development and sale of insurance products with JAL and the establishment of a sales structure, while continuing to collaborate with the KDDI Group under a new business alliance relationship.

Event that occurred
ItemDetails
Event namePlanned formation of a capital and business alliance, termination of a capital alliance and change in a business alliance, secondary offering of shares, and changes in major shareholders and other affiliated companies
Date of occurrence30 April 2026 (date of the Board of Directors resolution and date of execution of the capital and business alliance agreement with JAL)
Date recognized / date notice received30 April 2026 (date on which auFH reported the agreement to transfer its shares of the Company’s common stock to JAL)
Subject EntityLIFENET INSURANCE COMPANY, au Financial Holdings Co., Ltd., KDDI Corporation, and Japan Airlines Co.,Ltd.
Target Locations / Products14,726,100 shares of the Company’s common stock, the Company’s insurance products and services, and the sales structure for the Company’s insurance products operated by the JAL Group
CauseThe agreement between auFH and JAL to transfer 14,726,100 shares of the Company’s common stock owned by auFH to JAL. The change to the business alliance with the KDDI Group reflects changes in the business environment, including digitalization and advances in generative AI technology.
Amount of Impact on Business PerformanceThe amount is Not disclosed. The impact on results for the fiscal year ending March 2027 is minor.
Accounting period in which recognizedFiscal year ending March 2027 (the period specified as subject to the impact on results)
Impact on Earnings ForecastThe impact of this matter on the Company’s results for the fiscal year ending March 2027 is minor.
Type of litigation or proceedingApproval procedures relating to a major shareholder of an insurance company (a condition for completion of the transfer) and filing of a securities notice
Court or authorityDirector of the Kanto Local Finance Bureau (recipient of the securities notice). The name of the approval authority for the major shareholder of an insurance company is Not disclosed.
Voting rights ownership percentage before the changeJAL: 0 voting rights (0%). auFH: 147,261 voting rights (18.33%). Reference date: 31 March 2026.
Voting rights ownership percentage after the changeJAL: 147,261 voting rights (18.33%). auFH: 0 voting rights (0%). Reference date: 31 March 2026.
OutlookThe transfer is scheduled to be completed in late June 2026, subject to the satisfaction of conditions including JAL obtaining approval relating to a major shareholder of an insurance company. Following completion, the parties will proceed with the joint development and sale of insurance products with JAL and the establishment of a sales structure, while continuing to collaborate with the KDDI Group under a new business alliance relationship.
Items this document does not state (11)
PlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityPlanned follow-up disclosure

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.

The direct trigger was the agreement between au Financial Holdings and JAL to transfer the shares. In light of changes in the business environment, including digitalization and advances in generative AI technology, the relationship with the KDDI Group will change to an alliance without a capital relationship to enable faster decision-making and optimal resource allocation. With JAL, LIFENET INSURANCE COMPANY aims to accelerate its embedded strategy and drive business growth by leveraging JAL's customer base of approximately 41 million people and its brand strength.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice regarding the execution of a capital and business alliance, termination of a capital alliance and changes to a business alliance, a secondary offering of shares, and planned changes in major shareholders and other affiliated companies | LIFENET INSURANCE COMPANY (7157) timely disclosure | Komori