Kawasaki to Remerge Kawasaki Shipbuilding, KPM and K Plant

Tokyo, September 30, 2009 — Kawasaki Heavy Industries, Ltd. (KHI) today announced that it would remerge its three subsidiaries, Kawasaki Shipbuilding Corporation, Kawasaki Precision Machinery Limited (KPM), and Kawasaki Plant Systems, Ltd. (K Plant) into KHI as of October 1, 2010, based on decisions made at a Kawasaki Board Meeting held today.

KHI has been modifying its corporate structure and strengthening its business foundations by implementing the principal management policies of “Quality Followed by Quantity,” selectivity and concentration, and increased autonomy in business divisions, as set out in the medium term business plan which began in 2000.

As part of these policies, KHI separated its shipbuilding and hydraulic machinery divisions and established Kawasaki Shipbuilding and KPM as of October 1, 2002. On April 1, 2005, K Plant was formed following the separation of KHI’s plant engineering division. By pursuing greater management agility and efficiency, and strengthening their business competitiveness, the three wholly owned subsidiaries returned to profitability.

KHI thus judged that the Kawasaki Group as a whole has successfully modified its corporate structure and strengthened its business foundations.

Guided by its mission statement adopted in 2007, KHI has been working to create new value for a better environment and brighter future by leveraging its advanced technological capability across a broad range of fields. Creating new value involves making existing products smarter through innovation and developing brand new products in totally new fields. To do this Kawasaki must work quickly to efficiently integrate and make the most of the entire Kawasaki Group’s intellectual assets.

For these reasons, KHI today decided to remerge Kawasaki Shipbuilding, KPM, and K Plant in order to achieve maximum efficiency in leveraging the Group’s technological assets and human resources, while removing any restrictions caused by being subsidiaries.

After the remerger, amid rapidly changing social and economical environment, the Kawasaki Group will be nurturing and expanding the following businesses under the new operational systems:

-  Environment and energy-related organizational systems and functions that are now dispersed across K Plant, Kawasaki Shipbuilding, and KPM as well as KHI’s various business divisions will be consolidated and strengthened with a clear focus on the renewable energy industry, including wind power, biomass, small hydropower, as well as natural gas, hydrogen and marine-related businesses.

-  Kawasaki’s hydraulic equipment business will focus on electronically-controlled and hybrid electric hydraulic products by leveraging the Kawasaki Group’s soft assets in robotics and other areas. The shipbuilding business will also leverage the technical knowledge of the entire Kawasaki Group to deliver added value.

The Kawasaki Group will use this remerger of its three subsidiaries, as a springboard toward reaching the goal proclaimed in its mission statement to be a profitable global corporate group working as one for the good of the planet.

(Note)
  KHI will carry out the merger without submitting the scheme for approval at the General Meeting of Shareholders due to the fact that the merger will be effected in accordance with Article 796, Chapter 3 of the Commercial Code of Japan. Kawasaki Shipbuilding, KPM and K plant will also carry out the merger without submitting the scheme for approval at the General Meeting of Shareholders due to the fact that the merger will be effected in accordance with Article 784, Chapter 1 of the Commercial Code of Japan.

Under this summary absorption-type merger, KHI, the successor company, will merge the three companies as of October 1, 2010, and the three companies will be dissolved.

The deal will cause no material impact on Kawasaki’s consolidated financial results because the three companies are wholly owned subsidiaries of KHI.