Company Name: Fuji Heavy Industries Ltd.
Representative: Mr. Kyoji Takenaka, President and CEO
Code number: 7270(1st section of Tokyo Stock Exchange)
Contact for inquiries: Mr. Shunji Yonekura
General Manager of Administration Department.
Phone: (03)-3347-2005）
Notice of change of the top shareholder and related company
Fuji Heavy Industries Ltd. (“FHI”) announces today that their top shareholder has changed, hereafter General Motors Corporation does not remain as FHI related company any more as described below.
Announcement
1. Process of change
FHI top shareholder 4309642 Canada Inc. has sold 68,000,000 shares to Toyota Motor Corporation and 26,779,000 shares through ToSTNet-2 today. Thereafter, 4309642 Canada Inc. is no longer FHI top shareholder and FHI related company General Motors Corporation (“GM”) that invested in FHI through 4309642 Canada Inc. has terminated this affiliated company’s relationship.
2.Outline of GM
| (1) Company name: | General Motors Corporation |
| (2) Headquarter: | 300 Renaissance Center P.O. Box 300 Detroit, MI 48265-3000 United States of America |
| (3) Representative: | Chairman and CEO G. Richard Wagoner, Jr. |
| (4) Capital: | US$ 27,726 million |
| (5) Business: | Design, development, production and sales of automobiles, and auto related Finance & Insurance etc. |
| (6) Relationship: | FHI and GM agreed upon a strategic alliance and capital relationship allowing a high level of management autonomy to establish win-win situation to develop steady and further growth for the future on December 10, 1999. Since GM purchased about 20% of FHI shares and became the top shareholder of FHI in April 2000, both companies worked together for various synergic effects. The joint efforts over the past 6 years period resulted in achievements such as global procurement, OEM business, technology exchanges, etc. |
| (7) Fiscal year: | January through December |
3.Number of owned shares, number of voting rights and the percentage of total outstanding voting rights before and after transaction
| Number of voting rights | Number of owned shares | Percentage of total outstanding voting rights | |
| Before transfer | 157,262 rights | 157,262,925 | 20.25% |
| After transfer | 62,483 rights | 62,483,925 | 8.0% |
Note:
Number of non-voting rights shares excluded from the total outstanding common stock:
3,761,000 shares
Total outstanding voting rights common stock on March 31, 2005: 776,484,000 shares
4309642 Canada Inc., a wholly owned subsidiary of General Motors Corporation, invests in FHI directly.
4.Prospect
As FHI announced at the “Notice of dissolve of strategic alliance with General Motors Corporation” dated October 5, 2005, GM and FHI concluded that mutually beneficial large joint projects are unlikely in future, and came to agree to terminate their strategic and affiliated company relationship. According to this decision, 4309642 Canada Inc. plans to sell all of FHI shares they own through ToSTNeT-2 and remaining shares at open market if necessary.