Cosmo Oil Co., Ltd. (hereinafter "Cosmo", headquarter: Minato-ku Tokyo, Japan; President & Representative Director: Yaichi Kimura; Paid-in Capital: JPY 107.2 billion) have entered into contract today with Ebara Corporation (hereinafter "Ebara") on the transfer of shares for EcoPower Co., Ltd. (hereinafter "EcoPower") to enter to large scale commercial wind power business.
1.Purpose of Acquisition
In accordance with the 3rd Mid-Term Management Plan, Cosmo is actively pursuing business opportunities and technical developments which are environmentally friendly aiming that such will become an important source of income for the company in the future.
Cosmo have operated a wind mill in Sakata City, Yamagata Prefecture (Cosmo Oil Sakata Wind Power Plant; 1,500 kW) since December 2004 and have reached a conclusion that the most efficient method for expansion of such business is through the acquisition of an existing wind farm operator, which is EcoPower and for it to become part of the Cosmo Group.
EcoPower is the pioneer in the Japanese wind power market that has significant technical expertise through its long experience in this field and also possesses numerous wind farms in wind rich areas such as Tohoku and Hokkaido.
Cosmo will propel the involvement in wind power and other renewable energy through this acquisition opportunity.
2.Description of EcoPower prior to acquisition
| 1.Company Name | EcoPowerCo., Ltd. | ||||||
|---|---|---|---|---|---|---|---|
| 2.Representative | Representative President: Toshio Katano | ||||||
| 3.Location | 7-7 Minami-Ooi 2-Chome, Shinagawa-ku, Tokyo, Japan | ||||||
| 4.Establishment | July 1997 | ||||||
| 5.Business Activities | Wind Power Generation, Maintenance of Wind Power Facilities | ||||||
| 6.Fiscal Year-End | March | ||||||
| 7.Number of Employees | 42 (as of end-January 2010) | ||||||
| 8.Main Office Location | 7-7 Minami-Ooi 2-Chome, Shinagawa-ku, Tokyo, Japan | ||||||
| 9.Number of Sites | 25 Sites | ||||||
| 10.Generating Capacity | 147,000kW (as of end-March 2010: includes those planned to operate from March) | ||||||
| 11.Number of Units | 130 Units (as of end-March 2010: includes those planned to operate from March) | ||||||
| 12.Paid-in Capital | JPY 3.739 billion | ||||||
| 13.Issued Shares | 33,723,499 shares | ||||||
| 14.Main Shareholder | Ebara Corporation 96.1% | ||||||
| 15.Relation with Cosmo |
|
3.Description of Current Shareholder
- 1.Company Name:
- Ebara Corporation
- 2.Representative:
- Representative President: Natunosuke Yago
- 3.Location:
- 11-1, Haneda Asahi-cho, Ohta-ku, Tokyo, Japan
- 4.Business Activities:
- Wind/Hydro Power Generation, Engineering, Precision/Electronics, Others
- 5.Relation with Cosmo:
- No relation(Paid-in Capital, Human Resources, Sales & Marketing)
4.Number of Shares for Acquisition
- 1.Number of Shares held by Cosmo prior to transfer:
- 0 shares (Cosmo's share 0.0%)
- 2.Number of Shares to be transferred:
- 103,738,700 shares
- 3.Number of Shares held by Cosmo after transfer:
- 103,738,700 shares (Cosmo’s share 98.8%)
Cosmo to acquire all shares of EcoPower held by Ebara after Ebara's capital injection of JPY
4.85 billion to EcoPower.
5.Schedule
- February 9, 2010
- Share Transfer Agreement
- March 25, 2010
(planned) - Transfer of Shares
6.Future Outlook
Currently examining impact on Cosmo's consolidated financial reports.
