Form 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

Form 6-K

 


 

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

For the month of January, 2006

 


 

MITSUBISHI UFJ FINANCIAL GROUP, INC.

(Translation of registrant’s name into English)

 


 

7-1, Marunouchi 2-chome, Chiyoda-ku

Tokyo 100-8330, Japan

(Address of principal executive offices)

 


 

[Indicate by check mark whether the registrant files or

will file annual reports under cover Form 20-F or Form 40-F.]

 

Form 20-F      X            Form 40-F              

 

[Indicate by check mark whether the registrant by furnishing the information

contained in this Form is also thereby furnishing the information to the Commission

pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.]

 

Yes                      No      X    

 



SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: January 26, 2006

 

MITSUBISHI UFJ FINANCIAL GROUP, INC.
By:  

/S/ Ryutaro Kusama


Name:   Ryutaro Kusama
Title:   Chief Manager, General Affairs
    Corporate Administration Division


    

Mitsubishi UFJ Financial Group, Inc.

The Bank of Tokyo-Mitsubishi UFJ, Ltd.

UFJ NICOS Co., Ltd.

DC Card Co., Ltd.

 

Merger of UFJ NICOS Co., Ltd. and DC Card Co., Ltd.

 

Tokyo, January 26, 2006 — Mitsubishi UFJ Financial Group, Inc. (MUFG; President & CEO: Nobuo Kuroyanagi), The Bank of Tokyo-Mitsubishi UFJ, Ltd. (President: Nobuo Kuroyanagi), UFJ NICOS Co., Ltd. (President and Representative Director: Kazuhiro Omori) and DC Card Co., Ltd. (President and Representative Director: Akira Katayanagi) have agreed on the merger of UFJ NICOS and DC Card and have entered into a basic agreement, today.

 

1. Objectives of the Merger

 

UFJ NICOS has one of the largest business size and networks in Japan and has established a reputation for its ability to develop cutting edge products, including “Smartplus”, which is a payment service using a contactless IC card. On the other hand, DC Card issues a number of co-branded credit cards with major companies and actively accepts the entrustment of the issuance of credit cards by The Bank of Tokyo-Mitsubishi UFJ and other regional banks under their own names. By the merger of UFJ NICOS and DC Card, which are each the core credit card companies of MUFG, the new company will have the most stable business base and the strongest profitability in the credit card industry, as well as its ability to provide cutting edge solutions, and will become the No. 1 credit card company in Japan.

 

From now on, the new company will aim at becoming the No. 1 company in the fields of “support from customers”, “profitability”, “card shopping sales volume” and “financial stability” with the goal of becoming the “No. 1 company in retail financing”, utilizing the synergy effects and supplemental functions of the strengths of UFJ NICOS and DC Card, and will seek to further increase its corporate value.

 

2. Outline of Basic Agreement

 

  (1) Company name

“Mitsubishi UFJ NICOS Co., Ltd.” (Tentative name)

 

  (2) Date of merger

April 1, 2007

 

  (3) Surviving company

UFJ NICOS Co., Ltd.

 

  (4) Location of headquarters

Bunkyo-ku, Tokyo (current location of the headquarters of UFJ NICOS)

 

  (5) Representative

Kazuhiro Omori, President and Representative Director (current President and Representative Director of UFJ NICOS)


  (6) Credit Card Brands

 

UFJ NICOS makes strategic use of the “NICOS” brand which has a lively, spirited and friendly brand image and the “UFJ Card” brand which has a sophisticated, reasonable and sound brand image for each channel, product and service.

 

On the other hand, DC Card has developed the “DC” brand which has a high-class and creditable brand image.

 

The new company will actively promote and make good use of the characteristics and strengths of each of “NICOS”, “UFJ” and “DC” brands, which UFJ NICOS and DC Card have acquired and developed up to now, in order to maximize the number of customers through deepening and expanding the business fields related to each of the brands.

 

  (7) Others

 

The management system, etc. following the merger, will be determined upon separate consultation between UFJ NICOS and DC Card. The merger ratio will be determined between UFJ NICOS and DC Card upon evaluation by specialists. The new company is expected to remain listed on the first section of the Tokyo Stock Exchange, Inc. after the merger.

 

3. Future Considerations

 

Today, an integration committee, which consists of representatives of The Bank of Tokyo-Mitsubishi UFJ, UFJ NICOS and DC Card (Chairman: Ryuichi Murata, Managing Officer and Head of Integrated Retail Banking Business Group of MUFG and Senior Managing Director of The Bank of Tokyo-Mitsubishi UFJ, Deputy Chairman: Kazuhiro Omori, President and Representative Director of UFJ NICOS and Akira Katayanagi, President and Representative Director of DC Card) has been formed. From now on, this committee will discuss and determine the details of the new company.

 

Contacts:

 

Mitsubishi UFJ Financial Group, Inc.   Public Relations Division   (81-3-3240-7651)
The Bank of Tokyo-Mitsubishi UFJ, Ltd.   Public Relations Division   (81-3-3240-2950)
UFJ NICOS Co., Ltd.   Public Relations Division   (81-3-3817-1094)
DC Card Co., Ltd.   Management and Planning Division   (81-3-5489-9076)


(Reference)

 

Summary of UFJ NICOS and DC Card

(As of March 31, 2005)

 

Company name      UFJ NICOS        DC Card  
Main business      Credit business        Credit card business  
Date of incorporation      June, 1951        December, 1967  
Location of head office      Bunkyo-ku, Tokyo        Shibuya-ku, Tokyo  
Representative      Kazuhiro Omori        Akira Katayanagi  
Capital      103,111 million yen        7,600 million yen  

Total number of issued and outstanding shares

    

Common stock: 903,999,559

Classified stock: 50,000,000

 

 

     Common stock: 3,917,500  
Shareholders’ equity      144.7 billion yen        46.1 billion yen  
Total assets      4,066.2 billion yen        326.6 billion yen  
Book-closing period      March 31        March 31  
Number of employees      5,874 persons        1,083 persons  

Principal shareholders and ratio of voting rights

     – The Bank of Tokyo-Mitsubishi UFJ, Ltd.    69.1 %      – The Bank of Tokyo-Mitsubishi UFJ, Ltd.    38.8 %
     – Nippon Life Insurance Company    1.7 %      – ACOM CO., LTD.    20.3 %
     – The Norinchukin Bank    0.8 %      – Diamond Computer Service Co., Ltd.    2.2 %
Main bank         The Bank of Tokyo-Mitsubishi UFJ, Ltd.           The Bank of Tokyo-Mitsubishi UFJ, Ltd.  
Number of card members      21.85 million persons        10.29 million persons  
Card sales volume      4,284.9 billion yen        2,513.3 billion yen  

Of which, shopping

     3,235.4 billion yen        2,205.5 billion yen  

Of which, cashing

     1,049.5 billion yen        307.8 billion yen  
Number of affiliated store      2,726 thousand stores        1,591 thousand stores  
Operating Revenue      341 billion yen        86.3 billion yen  
Current Income      39.7 billion yen        6.8 billion yen  
Net Income      9.2 billion yen        4 billion yen  

Relationships between
parties

    

Related to assets

Related to person

Related to transaction

  

N/A

N/A

N/A

 

* UFJ NICOS’s figures are the sum of the consolidated figures of the former Nippon Shinpan Co., Ltd. and the figures of the former UFJ Card Co., Ltd. (merged as of October 1, 2005). However, UFJ NICOS’s figures related to credit cards are the sum of the consolidated figures of the former Nippon Shinpan Co., Ltd. and the former UFJ Card group. DC Card’s figures related to credit cards represent the entire [DC Card] group.

 

* UFJ NICOS’s figures under “Total number of issued and outstanding shares” and “Principal shareholders and ratio of voting rights” are calculated by adjusting the figures associated with the conversion of classified stock into common stock as of October, 2005 and the merger [between The Bank of Tokyo-Mitsubishi Ltd. and UFJ Bank Limited].