Joint Press Conference on Commercial Vehicle Business Collaboration

Presentation

Karl Deppen, New Holding Company CEO / President and CEO, Mitsubishi Fuso Truck and Bus Corporation

Dear Ladies and Gentlemen, Dear supporters and friends from the media, More than two years ago, the idea was born about a potential collaboration of Hino Motors and Mitsubishi Fuso that would transform the global automotive landscape as we know it.
The four companies took it forward, thanks to the shared belief that our industry will be undergoing severe changes that require action.
Today, this is more true than ever.

In the early phase of our discussions we shaped our shared project vision, which has defined our common beliefs and joint ambition.
We did this by considering the transformation of the industry and the investment needs into CASE technologies.It was a daunting challenge, but together we saw a way forward...
Today, we are here to announce that Daimler Truck, Toyota, Mitsubishi Fuso and Hino have officially concluded the Definitive Agreements to integrate Mitsubishi Fuso and Hino.
This means Hino and Fuso will come together on an equal footing to cooperate and develop commercial vehicles together, including eventually collaborating on procurement and production.

We aim for the new listed holding company to start operations in April next year.
The holding company will be listed on the prime market of the Tokyo Stock Exchange.
Toyota and Daimler Truck will each aim to own 25% of that company's stock, with the rest of the shares available as free float.That holding company, which will own Mitsubishi Fuso and Hino, will be located right here in Tokyo.

Let's take a look at the companies involved.
First, Hino Motors―Over thirty thousand employees.
Products produced and sold in 90 markets.
Hino Motors has been 'making a better world and future by helping people and goods get where they need to go' for more than 80 years now.

And Mitsubishi Fuso―Another 90 years of manufacturing prowess, sold in over 170 markets.
Creators of the Japan's first mass-produced, all electric LDT, the eCanter.
With this, Toyota and Daimler Truck, two leaders of the automotive industry are committing to join forces. It is this courage and foresight to take the long view that has set both companies apart as leaders in their field.And it was this common view of imagining the future for an integrated Hino and Fuso which energized all of us to pursue the task.

Two years ago we signed the MoU and informed you about our aspirations.Since then, our industry has become even tougher.
Our Japanese customers have been struggling with the so called 2024 issue of driver shortages, and outside of Japan strong competition from new, large-volume competitors is fiercer than ever. At the same time, we all have to step up significant investments into the relevant future CASE technologies and carbon neutral mobility.
This is why in our industry scale matters, and this is why the Japanese market cannot support so many CV manufacturers, and this is why today is a great day.

It is a great day for...
Our customers,
Our dealers and distributors,
For our employees,
For our shareholders,
For our industry,
For society.

For our customers it is a great day because it will make our strong brands even stronger.
By combining engineering strength, competencies, and expertise, the new company will be able to even better support our customers in their transportation needs.
We will be ready to provide them with strong and efficient products, superior services and solutions, while being their go-to companion on migrating to zero emission solutions over the next years.Going forward, our integration means great things for commercial vehicles. With our combined expertise, passion and resources, this new company will offer new levels of quality, efficiency and technology to our customers.

It is a great day for our dealers and distributors because we appreciate and value the close cooperation with them and honor the longstanding relationships we have shared for decades.
This merger will help us to provide even better products in the future to make us successful together in our markets.

It is a great day for our employees as we are building a new company that is strong and healthy, and draws on even larger competence and knowledge.
We build a resilient business that has a bright future and provides great employment and development opportunities for our employees around the world.We'll be a company that people are proud to work for, happy to be associated with.

It is a great day for our shareholders.
We are aspiring to capitalise on our combined strength and aspire to turn our market success into attractive total shareholder return.
And as a listed company we aim to be transparent in disclosure, trusted in performance, and reliable in our governance.

It is a great day for our industry. We need to accelerate the development of the CASE technologies.
The decarbonisation of transport is a key task for the industry and we will be an even stronger part of the solution.
And a strong manufacturer will be also good for our suppliers to grow and support our customers better with technologies and efficiencies.
As we accelerate our development of technology, we also increase our global competitiveness.

And, finally, it is a great day for society: modern societies need modern transportation, and we aim at continuously providing safe and clean on-road transportation.
And as much as we focus on our products and services, we also feel obliged to remain good corporate citizens in our neighbourhoods, no matter in Japan or internationally.

Ladies and gentlemen, Combining two strong companies under one joint enterprise is a complicated task.
What sounds like a logical move is, in reality, a complex transaction requiring tremendous efforts, hard work and enormous determination by everybody involved.
So while this is a special day for all of us, I would like to acknowledge and appreciate the incredible hard work of all the employees and teams in Hino, Toyota, Mitsubishi Fuso, and Daimler Truck. A big thank you goes to all of you!

To get here today took an incredible journey over the past two years, filled with deadlocks, difficulties and setbacks.
But even more so, it was a journey of motivation, shared ambitions and the strong desire to seize a huge opportunity for both Fuso and Hino.
I would also like to mention and appreciate the strong encouragement we have received from authorities and ministries to go ahead with our plans to strengthen our industry.

And on a personal note, I feel honored to have gained the trust of the major shareholders to lead this new company. From the beginning, I have been convinced that this cooperation is for the good of all our stakeholders. With this, we will make the Hino and Fuso brands even stronger. To build and lead this new company is for me a tremendous honour - and even more so, it is an obligation and motivation to make it a success.
And while acknowledging all the hard work necessary to get to this major milestone today, the real work will only start from now on!

So what's going to happen next?
As I said earlier, we aim for the new listed holding company to start operations in April 2026.
Until then we have defined several milestones in between to make ourselves ready for it.
We will now immediately file for the anti-trust clearance here in Japan to get the approval to proceed with our plans. Same for many other countries we are doing business in.
We will select and fix the name of the new company.
We will conclude the agreements of governance and company structure.
We will announce the full management team and the board.
We will incorporate the new company to be ready to go live.
We will announce these details to the public in due time later in the year to keep you all informed.

So please stay tuned and connected and join us on this exciting journey.
I see this as an important opportunity for Fuso and Hino, and I'm pleased that my fellow CEOs see it the same way.
I'm sure you'd like to hear it from them directly, so let me now pass you to my main partner in this incredible journey, a man for whom I have the utmost respect―Hino Motors CEO, Ogiso San.

Satoshi Ogiso, President and CEO, Hino Motors, Ltd.

I am Ogiso from Hino Motors.

Nowadays, the commercial vehicle industry faces a major turning point, because it is necessary to cope with many issues, such as carbon neutrality and streamlining of logistics. To adapt to these changes, it is obvious that we need to improve the swiftness and flexibility of our business and conduct investment for it.

"For the future of commercial vehicles," I recognize the collaboration of these four companies as a once-in-a-lifetime opportunity.

Toyota is paving a path for a future mobility society as a leading company in the passenger vehicle industry.
Daimler Truck always demonstrates innovative technology to contribute to society with a deep understanding of customers in the transportation industry.
While enlisting strong support from these companies, our company will operate business together with Mitsubishi Fuso, with which we competed and grew while stimulating each other in Japan and other Asian countries for a long period of time.

Under the shared aspiration of "contributing to a prosperous society with mobility," we will develop a system for cooperation among the four companies utilizing the forte of each company.

In order to fulfill our roles in this system and contribute to stakeholders, we need to have a robust foundation for our operational company.
We engage in down-to-earth measures for our business, human capital that supports the business, and our financial standing for business activities, to brush up our competitiveness as a company.

Our priority is to be a company where employees or human capital that generates synergy can fully demonstrate their capabilities and feel growth and contribution. Even after the integration, I would like to aim to realize such type of corporate entity.

Mitsubishi Fuso and Hino have different backgrounds and cultures.
Now, we can expect business synergy in development, procurement, and production through the combination of knowledge and facilities. synergistic effects arising from the meeting and blending of different cultures and environments are immeasurable.

In these 2 years, we have carefully discussed our ideal future and how to realize it.
It took a little longer time than originally planned, but it allowed us to deepen our understanding of each other and foster our mutual trust.
We sincerely appreciate the 3 companies for the efforts to realize this cooperation.

Together with Mr. Deppen, CEO of our new holding company, we will share the same aspiration, empathize with our colleagues, demonstrate our integrity to all kinds of stakeholders, and contribute to society, which is drastically changing. I am confident that we will become a strong and resilient team that can realize them.

As a new commercial vehicle company rooted in Japan, we will work together to create a better future.

Karin Rådström, CEO, Daimler Truck Holding AG

Honorable guests, esteemed partners from Toyota and Hino Motors, and members of the press, It is an honor to be here today with all of you.

The planned integration of Mitsubishi FUSO Truck and Bus Corporation and Hino Motors is truly historic.
Two iconic companies that have shaped the commercial vehicle industry in Japan, in Asia and beyond for decades are taking a bold step toward the future of transportation.

A step of this magnitude requires significant preparations, so I first want to thank our partners at Toyota.
From the beginning, our talks and negotiations have been defined by mutual respect, constructive dialogue, and a shared sense of purpose.
I am very grateful for that.
I also want to thank our teams―they have worked tirelessly towards this day.
Two years ago, we first shared our rationale and our vision for this integration.
We are bringing together two strong partners to form an even stronger company and to successfully shape the decarbonization of transportation.
In the historic transformation of our industry, truck companies must develop multiple technologies at the same time: on top of diesel we work on battery-electric, hydrogen fuel cell, and potentially even hydrogen combustion drives.
This is quite a stretch.
There is only one way to make all these simultaneous efforts work economically―and this is scale and while Daimler Truck is a global leader in commercial vehicles, most of our brands specialize in heavy-duty.
As a consequence, for our light-duty specialist Mitsubishi FUSO the potential to leverage scale has been limited.
Together with Hino Motors, this potential is much greater.
This integration therefore comes at the right point in time and Mitsubishi Fuso enters as a strong partner.
FUSO is the most international brand in the Daimler Truck family with trucks and buses operating in over 170 markets.
FUSO offers a full range of commercial vehicles, engineered for very diverse use cases, ranging from dense urban centers to rural environments.
And FUSO has been leading the way in zero-emission transport.
Already in 2017, it launched the Japan's first series-produced electric truck―the eCanter.
Today, the eCanter is in daily use in 38 markets across the world―in Europe, Oceania, South America and Asia.
Beyond its technological leadership, FUSO has also shown strong financial resilience throughout the last years.
So, we as Daimler Truck are bringing great assets to the integration―and I am convinced that they are a perfect fit for Hino Motors.
I talked about the importance of scale.
In this respect, the new company has great potential, as Mitsubishi FUSO and Hino Motors can pool their R&D, industrial strength, and market presence.
On top, both companies share the same vision of putting the customer first, driving innovation, and making sustainable transportation a reality.
And with Karl Deppen the newly formed company will have a CEO who stands for this vision―and knows how to leverage the strengths of both companies. I have had the chance to work closely with Karl for the last four years. He is a fantastic person and great leader who understands the whole value chain of our business. I have seen Karl drive performance and deliver improved results, most recently as the CEO of Mitsubishi Fuso. I'm therefore confident that with Karl have the right person to set the NewCo up for success.
I am convinced that the step we are taking today is good for all stakeholders:
For our customers, our employees, our shareholders, and for society as a whole.
They all will benefit from having an even stronger partner―and an even stronger driving force in the historic transformation of our industry.
At Daimler Truck, we are very excited about the step we are taking today and
We can't wait to see Mitsubishi FUSO and Hino Motors join forces.

Koji Sato, President and CEO, Toyota Motor Corporation

I am Koji Sato of Toyota Motor Corporation.

While looking back on how we came to consider this collaboration, I would like to talk about our four companies' shared desire.

The starting point of this collaboration is the shared desire to create the future of commercial vehicles together by leveraging the strengths of Mitsubishi Fuso and Hino to protect our business foundations in Japan and Asia.

Two and a half years ago, then Daimler Truck CEO Martin Daum and then Toyota President Akio Toyoda began considering collaboration based on a shared vision and sense of values.

Companies with different histories and cultures coming together like this meant we needed to overcome various challenges.

Although there were times when differences in ideas on how to move forward with integration were hard to bridge, our four companies took the time to repeatedly engage in dialogue and deepen mutual understanding, driven by the empathy and trust shared by the leaders.

I believe that our unwavering commitment to the future of commercial vehicles enabled us to overcome difficulties and keep moving forward toward integration.

In the course of our discussions, CEO Rådström shared her thoughts that.

Daimler Truck values being a company rooted in the local community. The integrated company should be a truly global company rooted in Japan.

I couldn't have agreed more.

Mr. Deppen, who will head the integrated company, is the right person to lead a truly global company rooted in Japan.

He has been involved in the Japanese truck industry for more than 20 years and has extensive global experience.

Under Mr. Deppen's leadership, I believe that Mitsubishi Fuso and Hino will be able to create synergies through this integration while honing the manufacturing capabilities that both have cultivated as truck manufacturers.

This integration will not only enable them to secure the scale needed to compete globally but will also bring the strengths of Mitsubishi Fuso and Hino together to expand their respective areas of expertise, accelerating technological development and increasing production efficiencies.

Going forward, the two companies will work together to strengthen their business bases in Japan and Asia, and Daimler Truck and Toyota will support the integrated company in improving its competitiveness, based on CASE technologies.

Also, we would like to apply our four-company framework to accelerate the implementation of CASE technologies toward solving social issues surrounding commercial vehicles, including achieving carbon neutrality.

This collaboration has also deepened the partnership between Daimler Truck and Toyota.

Symbolic of this are our efforts in the domain of hydrogen.

We are exploring various possibilities to combine our two companies' technological capabilities and accelerate the social implementation and widespread adoption of hydrogen mobility, including what in-depth collaboration should truly be like. We will continue to work toward making our efforts a reality.

We believe that the future is for us to build together.

Today's final agreement is not the goal but the starting line.

We will continue striving to deepen mutual understanding while respecting differences in cultures and ways of thinking to make our partnership even better.

Our four companies, aiming to achieve a sustainable mobility society, will continue to create the future of commercial vehicles together.

We greatly appreciate your continued understanding and support. Thank you very much.