News

Notice of Commencement of Discussions for Integration of Maruha Nichiro Retail Service and Marine Access

March 14, 2023

Maruha Nichiro Corporation (Maruha Nichiro) has decided to proceed with specific studies with the aim of integrating its consolidated subsidiaries Marine Access Corporation (Marine Access) and Maruha Nichiro Retail Service Co.,Ltd ( Maruha Nichiro Retail Service) in order to accelerate the expansion of its tuna related businesses.

In proceeding with the integration, we have reached a basic agreement with NIPPON ACCESS Inc. (NIPPON ACCESS) to discuss the transfer of shares, since it is highly possible to maximize the integration effect by acquiring additional shares of Marine Access from NIPPON ACCESS and making Marine Access a wholly owned subsidiary of Maruha Nichiro.

1. Background and Purpose

In September 2021, Maruha Nichiro acquired 65% of the shares of Marine Access from NIPPON ACCESS. Since then, NIPPON ACCESS and Maruha Nichiro have worked together as joint shareholders of Marine Access to operate Marine Access and enhance its corporate value.

Marine Access is engaged in a series of businesses ranging from procurement, processing (sashimi, negitoro, etc.), frozen storage (ultra-low temperature), and sales of marine products, mainly tuna, while Maruha Nichiro Retail Service is also engaged in procurement, processing, and sales of marine products, mainly tuna for raw consumption. Maruha Nichiro considers tuna to be one of its most important commercial products, and Maruha Nichiro Group possesses production functions for catching and cultivating tuna, procurement functions from a variety of production areas, and unique processing functions and sales channels. We offer an extensive lineup of tuna products, including natural and cultured, fresh and frozen, and primary processed and highly processed products (such as negitoro).

In order to realize further growth of Marine Access, we believe it is necessary to further deepen our cooperation with the Maruha Nichiro Group, and thus we have decided to proceed with specific studies based on the basic policy of integrating the two companies, aiming to maximize synergy effects mainly in the tuna business together with Maruha Nichiro Retail Service.

We believe that the integration will allow us to build a more flexible structure as the Maruha Nichiro Group, and that by operating the tuna processing business in an integrated manner, we will be able to respond to the drastically changing market environment and provide even better services to our customers.

2. Outline of Integration

1. Details of Integration
   Integration between Marine Access and Maruha Nichiro Retail Service
   (The specific method of integration will be discussed in the future.)
2. Schedule of integration
   April 1, 2024(scheduled)

3．Outline of the share-transfer issues to be discussed

1. Details of the share-transfer issues to be discussed
   Maruha Nichiro will acquire 35% of Marine Access shares held by NIPPON ACCESS.
   (*Nippon Access currently holds 35%, Maruha Nichiro 55%, and Maruha Nichiro Retail Service 10% of the outstanding shares of Marine Access)
2. Schedule for share transfer
   Undecided (to be discussed among shareholders)

4. company profile

1. Outline of Marine Access Corporation
   Establishment : May 2, 2011
   Number of employees: 165 (as of February 28, 2023)
   Business : Tuna sales and distribution processing
   Capital ：50 million yen
2. Outline of Maruha Nichiro Retail Service Co.,Ltd
   Establishment : October 4, 2005
   Number of Employees : 186 (as of March 31, 2022)
   Business ： Importing, processing and selling water products / importing, manufacturing and selling processed products.
   Capital ：80 million yen