NTN CORPORATION [6472.T]

TOKYO, May 12 (Pulse News Wire) – NTN Corporation (6472.T) and Nippon Steel & Skf Manufacturing Co., Ltd. (NSK) agreed to merge through an equity transfer, aiming to achieve sustainable growth and strengthen their global competitiveness.

The companies reached a basic agreement, which was approved by their respective boards of directors. The merger aims to consolidate resources and enhance operational efficiency while maintaining Japanese technology and quality standards. Key strategies include optimizing resource allocation, transforming portfolios, and fostering collaboration across cultural boundaries. The merged entity plans to establish a holding company by October 2027, subject to regulatory approvals and shareholder consent. Under the proposed structure, NTN will nominate the chairman of the board, while NSK will appoint the CEO. Both companies will contribute their shares to the new holding company, which will seek a technical listing on the Tokyo Stock Exchange Prime Market.

The final equity swap ratio will be determined based on due diligence results and market valuations. Both companies reported strong financial performance in recent years, with NSK recording revenues of ¥788.867 billion and operating profit of ¥38.812 billion for the fiscal year ending March 2026, according to IFRS. NTN's revenue stood at ¥54.35 billion and operating profit at ¥22.959 billion for the same period, per Japanese accounting standards. The merger process includes obtaining necessary regulatory approvals and conducting detailed due diligence. Any changes to the timeline or termination of discussions will be promptly disclosed. Investors should review SEC filings and future press releases for updates on the progress of the merger.

Original Disclosure (PDF)

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