Worth reading
45Recurring
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
1500
¥100 million (annual integration synergies)Wording
Conditional
How definitive the wording is.This transaction
Basic Merger Plan [Final]Counterparty (target company)Mitsui Sumitomo Insurance Company, Limited, Aioi Nissay Dowa Insurance Company, Limited
Disclosing companyMS&AD Insurance Group Holdings,Inc.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Non-life insurance business and other activities
Location Chiyoda-ku, TokyoShare capital ¥139,595,523,495
Impact on Business Performance
Merger synergies of ¥150 billion and one-time costs of ¥170 billion are expected.
Procedures and assumptions
Conditions Precedent to ExecutionApprovals and other requirements from the relevant authorities. Approval of the election of directors at the annual general meeting of Mitsui Sumitomo Insurance, the surviving company, is also a prerequisite.
Management structure after acquisitionMitsui Sumitomo Insurance will be the surviving company. Its corporate name will change from Mitsui Sumitomo Insurance Company, Limited to Mitsui Sumitomo Insurance Aioi Insurance Company, Limited. The representative directors will be Funabiki Shinichiro (舩曵真一郎), Niino Keisuke (新納啓介) and Umiyama Yutaka (海山裕). The company will be a company with an audit and supervisory committee. The holding company's corporate name will change from MS&AD Insurance Group Holdings, Inc. to Mitsui Sumitomo Insurance Group Co., Ltd. The plan also addresses expanding career opportunities for employees, assigning the right people to the right positions and improving compensation and benefits.
| Item | Details |
|---|---|
| Transaction name | Basic Merger Plan [Final] |
| Counterparty name | Mitsui Sumitomo Insurance Company, Limited, Aioi Nissay Dowa Insurance Company, Limited |
| Name of the Subject Company | Mitsui Sumitomo Insurance Company, Limited, Aioi Nissay Dowa Insurance Company, Limited |
| Business Description of the Subject Company | Non-life insurance business and other activities |
| Location of the Subject Company | Chiyoda-ku, Tokyo |
| Capital Stock of the Subject Company | ¥139,595,523,495 |
| Impact on Business Performance | Merger synergies of ¥150 billion and one-time costs of ¥170 billion are expected. |
| Date of board resolution | 20 May 2026 |
| Contract Date | February 2026 |
| Execution Date / Effective Date | 1 April 2027 (scheduled) |
| Conditions Precedent to Execution | Approvals and other requirements from the relevant authorities. Approval of the election of directors at the annual general meeting of Mitsui Sumitomo Insurance, the surviving company, is also a prerequisite. |
| Management structure after acquisition | Mitsui Sumitomo Insurance will be the surviving company. Its corporate name will change from Mitsui Sumitomo Insurance Company, Limited to Mitsui Sumitomo Insurance Aioi Insurance Company, Limited. The representative directors will be Funabiki Shinichiro (舩曵真一郎), Niino Keisuke (新納啓介) and Umiyama Yutaka (海山裕). The company will be a company with an audit and supervisory committee. The holding company's corporate name will change from MS&AD Insurance Group Holdings, Inc. to Mitsui Sumitomo Insurance Group Co., Ltd. The plan also addresses expanding career opportunities for employees, assigning the right people to the right positions and improving compensation and benefits. |
Items this document does not state (20)
Date 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 Committee
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 companies view changes in the operating environment as an opportunity and state that the merger will strengthen the Group's growth drivers and enhance its reliability through stronger governance and other measures. The merger is also intended to strengthen competitiveness across all areas, including product and service development, underwriting and risk management, and improve management efficiency through business expense structure reforms.
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