SBI Global Asset Management Co., Ltd.
Notice of Signing of a Memorandum of Understanding on Business Integration by Absorption Merger between SBI Global Asset Management Co., Ltd. and SBI Insurance Group Co., Ltd.
Today, SBI Global Asset Management Co., Ltd. and SBI Insurance Group Co., Ltd. signed a memorandum of understanding assuming an absorption-type merger. The surviving company will be SBI Global Asset Management Co., Ltd., and the dissolved company will be SBI Insurance Group Co., Ltd. The merger ratio is assumed to be 3.53 for SBI Global Asset Management Co., Ltd. to 1 for SBI Insurance Group Co., Ltd. The objective is to integrate asset management and insurance to realize "investment-driven insurance products," improve disclosure transparency, reduce costs, and improve operational efficiency through integration of AI and system infrastructure, with fairness ensured by valuation by third-party entities to protect minority shareholders. The final contract, approvals and authorizations are TBD and subject to change depending on conditions.
Key Figures
- Details of the allocation related to this merger: SBIGAM shares to be delivered to SBIIG shareholders (allocation equivalent to 3.53 shares)
- Treatment of bonds with warrants: Under consideration (agreement expected by the time of final contract execution)
- No issuance of bonds with warrants: SBIIG has not issued bonds with warrants
AI要約
Overview
SBI Global Asset Management Co., Ltd. and SBI Insurance Group Co., Ltd. have signed a memorandum of understanding assuming an absorption-type merger. The surviving company will be SBI Global Asset Management Co., Ltd., and the dissolved company will be SBI Insurance Group Co., Ltd. The merger ratio is assumed to be 3.53 times in the delivery ratio of SBIGAM to SBIIG. The dates for the final contract, approvals and authorizations by relevant authorities will be determined in the future, and conditions may change. The purpose is to integrate asset management and insurance operations to realize investment-driven insurance products and thereby achieve cost reductions and improved transparency.
Outlook and Impact on Investors
This merger aims to enhance customer value and improve the group's medium- to long-term corporate value through integrated asset management and insurance operations. Fairness is ensured by utilizing valuations from independent organizations to enhance the appropriateness and transparency of disclosures. However, if conditions for concluding the final contract, approval at an extraordinary shareholders meeting, or authorizations from relevant authorities are not met, the timing and terms of the merger may change.
SBI Global Asset Management Co., Ltd.
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