1. Objective of the Merger
In accordance with the ANA Group FY2010-2011 Corporate Strategy
announced on March 19, 2010, and in response to the changing
environment of the airline industry overall, the two companies in
question, both of which operate Boeing 767 aircraft, will merge in
order to build a more flexible operating structure and streamline
their operations.
2. Outline of the Merger
(1) Merger schedule*
March 25, 2010 Merger placed on agenda at ordinary
meeting of the Company's Board of
Directors
April 2, 2010 AJX/AJV merger resolution voted on at
an extraordinary meeting of the Board
of Directors
AJX/AJV merger agreement signed
April 16, 2010 (anticipated) Approval of AJX/AJV merger at
extraordinary meeting of shareholders
July 1, 2010 (scheduled) AJX/AJV merger date (effective date)
*Subject to the approval of relevant government agencies
(2) Method of merger
This will be an acquisition and merger, with AJX the surviving
company; AJV will be dissolved.
(3) Allocation of shares related to merger
The Company acquired the AJV shares held by Japan Post Service Co.,
Ltd., Nippon Express Co., Ltd. and Mitsui O.S.K. Lines, Ltd. as of
April 1, 2010.
As a result, as of the scheduled effective date, both companies in
the merger will become wholly-owned subsidiaries of the Company,
and there will thus be no issue of new shares or payment of funds
resulting from the merger.
(4) Handling of the extinct company's new share warrants and corporate
bonds with preemptive rights
AJV, the extinct company, has issued no new share warrants or
corporate bonds with preemptive rights.
