Result of Meetings
February 05 2003 - 7:28AM
UK Regulatory
RNS Number:0823H
Mizuho Holdings Inc
5 February 2003
Corporate Name: Mizuho Holdings, Inc.
Representative: Terunobu Maeda, President & CEO
Head Office: 6-1, Marunouchi 1-chome
Chiyoda-ku, Tokyo, Japan
Code Number: 8305 (First sections of Tokyo Stock
Exchange and Osaka Securities
Exchange)
Announcement regarding the Resolution of Mizuho Holdings. Inc.
and Mizuho Financial Group, Inc. to Execute Agreements
relating to the "Business Reorganization"
1. Regarding the resolution of Mizuho Holdings, Inc. ("MHHD") to execute
agreements relating to the "Business Reorganization"
MHHD (Terunobu Maeda, President & CEO) hereby announces that it has passed the
resolution to execute agreements as described in (1) and (2) below in each class
holders meetings of preferred stocks held on February 3, 2003, and in the
extraordinary shareholders meeting held today. These agreements are subject to
the approval of relevant regulatory authorities.
(1) The stock-for-stock exchange ("kabushiki-kokan") agreement by and between
MHHD and Mizuho Financial Group, Inc. ("MHFG"), by which MHFG will become
the parent company (100% ownership) of MHHD and MHHD will become a
wholly-owned subsidiary of MHFG
MHFG will allot one MHFG common share per one MHHD common share, and one
MHFG preferred share of each class per one MHHD preferred share of the
equivalent class upon the stock-for-stock exchange. The type and number of
shares to be newly issued by MHFG upon the stock-for-stock exchange will be
as follows:
- Common Shares : 9,430,250.71 shares
- Class I preferred shares : 33,000 shares
- Class II preferred shares : 100,000 shares
- Class III preferred shares : 100,000 shares
- Class IV preferred shares : 150,000 shares
- Class VI preferred shares : 150,000 shares
- Class VII preferred shares : 125,000 shares
- Class VIII preferred shares : 125,000 shares
- Class IX preferred shares : 140,000 shares
- Class X preferred shares : 140,000 shares
(2) The corporate split agreement by and between MHHD and MHFG, by which MHHD
will transfer its 'Trust Banking Subsidiary Company Management Business" to
MHFG
As MHFG, the succeeding company, will become a shareholder of all the issued
and outstanding shares of MHHD after the stock-for-stock exchange takes
effect, new shares to be allotted to the shareholder of the split company
will not be issued to MHFG upon the corporate split.
2. Regarding the resolution of Mizuho Financial Group, Inc. to execute
agreements relating to the "Business Reorganization"
MHFG, which will become the new financial holding company of the Mizuho
Financial Group, hereby announces that it has passed the resolution to
execute agreements as described in (3) and (4) below in addition to
agreements (1) and (2) mentioned above in the extraordinary shareholders
meeting held today. These agreements are subject to the approval of relevant
regulatory authorities.
(3) The corporate split agreement by and between MHFG and Mizuho Trust & Banking
Co., Ltd. ("MHTB"), by which MHTB will split off its "Trust & Custody
Services Bank Management Business" and transfer it to MHFG (hereunder
referred to as the "Trust & Custody Services Bank Management Business
Split")
MHFG will newly issue 204,000 common shares, and will allot these shares to
MHHD, which owns all the issued and outstanding shares of MHTB upon the
Trust & Custody Services Bank Management Business Split. The common shares
to be held by MHHD, however, will not carry voting rights, as the common
shares to be allotted to MHHD will be the parent company shares owned by a
subsidiary company as provided for in Article 241 Paragraph 3 of the
Commercial Code of Japan.
(4) The corporate split agreement by and between MHFG and Mizuho Bank, Ltd.
("MHBK"), by which MHBK will split off its "Strategic Group Companies
Management Business" and transfer it to MHFG (hereunder referred to as the
"Strategic Group Companies Management Business Split")
MHFG will newly issue 944,176 common shares, and will allot these shares to
MHHD, which owns all the issued and outstanding shares of MHBK upon the
Strategic Group Companies Management Business Split. The common shares to be
held by MHHD, however, will not carry voting rights, as the common shares to
be allotted to MHHD will be the parent company shares owned by a subsidiary
company as provided for in Article 241 Paragraph 3 of the Commercial Code of
Japan.
(Notes)
Consequently, the number of the outstanding common shares of MHFG will be
10,582,426.71, including the 4,000 shares that were issued at the time of MHFG'S
establishment, on the date of the stock-for-stock exchange and corporate split,
both of which are scheduled on March 12, 2003.
Inquires regarding this matter should be directed to:
Mizuho Holdings, Inc.
Public Relations
Tel.+81-3-5224-2026
This information is provided by RNS
The company news service from the London Stock Exchange
END
ROMKGGGZGKGGFZM
Mizuho Hldgs (LSE:MZO)
Historical Stock Chart
From Jun 2024 to Jul 2024
Mizuho Hldgs (LSE:MZO)
Historical Stock Chart
From Jul 2023 to Jul 2024