～Creating new consumer value through “real x digital x green”～
- Mitsubishi Corporation
- KDDI Corporation
- Lawson Co., Ltd.
February 6, 2024
Mitsubishi Corporation (Head Office: Chiyoda-ku, Tokyo, Representative Director and President: Katsuya Nakanishi, hereinafter referred to as Mitsubishi Corporation), KDDI Corporation (Head Office: Chiyoda-ku, Tokyo, Representative Director and President and CEO: Makoto Takahashi, hereinafter referred to as KDDI), Inc. On February 6, 2024, Lawson (Headquarters: Shinagawa-ku, Tokyo, President and Representative Director: Sadanobu Takemasu, hereinafter referred to as Lawson) announced the creation of new consumer value by fusing “real x digital x green”. We would like to inform you that we have concluded a capital and business alliance agreement (hereinafter referred to as the Alliance).
Additionally, Mitsubishi Corporation and KDDI have agreed to a transaction to take Lawson private through a tender offer (hereinafter referred to as the Transaction), and KDDI plans to implement a tender offer for Lawson. After the completion of this transaction, Mitsubishi Corporation and KDDI will each own 50% of Lawson’s voting rights, and as joint management partners, the three companies will work together to increase Lawson’s corporate value.
For details, please refer to each company’s timely disclosure.
1. Vision
In Lawson’s business centered on convenience stores, Mitsubishi Corporation and KDDI aim to create a “community ‘hot’ station” that creates new consumer value by fusing “real x digital x green” .
Through this partnership, Lawson’s roughly 14,600 stores are connected to approximately 10 million physical customers per day, and KDDI’s approximately 31 million customers are connected digitally. By connecting the functions and services of each company, Lawson stores will create new value that is relevant to consumers in all kinds of situations, and we will also be able to create new value that is relevant to consumers in all kinds of situations, as well as contribute to the various aspects facing society, including green (reducing environmental impact). We also provide sustainable services aimed at resolving these issues.
2. Examples of consideration in this partnership
3. Background to this partnership
(1) Business environment
As the population is expected to decline and the aging of the population with fewer children is expected to accelerate, we believe that the role of convenience stores with brick-and-mortar stores across the country as regional infrastructure will continue to grow. On the other hand, in order to compensate for labor shortages due to the decline in the working population and regional disparities in consumer values, it will be necessary to utilize “digital technology.” Furthermore, we believe that changes in the consciousness of consumers and changes in the external environment are expected to accelerate more than ever, such as the increasing social demand for “green”.
Furthermore, in recent years in the retail business field, each company is not limited to a single business, but is developing cross-industry businesses and services, and building their own economic zones. In order to continue to be chosen by customers in such an environment, it is important to provide new consumer value, such as convenience and benefits that match customer preferences. thinking about.
(2) Aim of this partnership
The convenience store industry has become an essential part of social infrastructure that can provide a stable supply of food and daily necessities, and the spread of the new coronavirus infection has led to diversification of customers’ lifestyles, consumption behaviors, and values. In particular, in response to the new normal, Lawson has been working on changes such as strengthening in-store kitchens, frozen foods, and delivery.
On the other hand, in order to respond to the accelerating changes in the business environment, we will further strengthen our customer contact points based on our communications-related business and our collaboration with KDDI, which has a variety of services based on its digital strengths. With this in mind, we have reached an agreement on this partnership.
KDDI’s core business is mobile phone business, and we are expanding into a wide range of fields such as banking, insurance, travel, and delivery. Furthermore, we operate au Smart Pass Premium, one of the largest subscription services in Japan, with over 13 million members.
Lawson operates approximately 14,600 distinctive convenience stores nationwide, including Lawson, Lawson Store 100, and Natural Lawson, as well as the Seijo Ishii supermarket business, ticket sales, movie theater management, and travel businesses. We have a wide range of customer contact points through “Lawson Entertainment,” which conducts business operations such as “Lawson Entertainment,” and “Lawson Bank,” which conducts financial services centered on store ATMs.
By collaborating with each other’s customer bases and services, these companies with different characteristics and located in one of Japan’s leading economic regions will be able to expand their store network through mutual utilization of Lawson and KDDI stores, and expand communication, finance, and health services at Lawson stores. In addition to developing real-digital fusion services such as expanding care and other services and expanding the point economy zone, we will also promote measures to reduce environmental impact in order to achieve Lawson’s long-term goal of realizing a decarbonized society. I will continue to work on it.
4. Overview of the transaction
KDDI plans to make a tender offer for Lawson, and if the tender offer is successful, a series of procedures (hereinafter referred to as “squeeze-out procedures”) are planned to ensure that Lawson’s shareholders are only Mitsubishi Corporation and KDDI. After the transaction is completed, Mitsubishi Corporation and KDDI are expected to each hold 50% of Lawson’s voting rights. Furthermore, if the squeeze-out procedure is to be implemented, Lawson’s shares are expected to be delisted after completing the prescribed procedures.
Through this transaction, Mitsubishi Corporation and KDDI will make full use of their business infrastructure, human resources, know-how, and networks to increase Lawson’s corporate value, allowing us to flexibly respond to changes in the environment and strengthen the partnership mentioned above. We believe that acceleration will be possible.
Date of conclusion of capital and business alliance agreement February 6, 2024 Commencement of tender offer (scheduled) Completion of squeeze-out procedures around April 2024
Start date of this partnership (planned): Around September 2024
Mitsubishi Corporation
KDDI Corporation
Lawson Co., Ltd.
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