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UFJ Holdings Announces Agreement of Merger Ratio with Mitsubishi Tokyo Financial Group

03.25.05

UFJ Holdings announced on February 18, 2005 agreement of a merger ratio for its planned business combination with Mitsubishi Tokyo Financial Group. The ratio of 0.62 shares of Mitsubishi Tokyo for each share of UFJ Holdings represents an acquisition price of approximately $29 billion. Mitsubishi Tokyo subsequently filed a registration statement on Form F-4 with respect to shares to be received by U.S. shareholders of UFJ Holdings in the transaction.

On the same date, UFJ announced that its publicly listed securities subsidiary, UFJ Tsubasa Securities, had also agreed a merger ratio with Mitsubishi Securities in connection with the combination of the two business groups. The ratio of 0.42 shares of Mitsubishi Securities for each share of UFJ Tsubasa represents an acquisition price of approximately $2.4 billion.

Simpson Thacher attorneys advising UFJ include Alan Cannon, David Sneider, Lou Rabinowitz and Mikako Cho in the Tokyo office as well as Rob Spatt (M&A) and Adam Rosenzweig and Hallie Grainer (Tax) in New York.