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Mitsubishi Corporation

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Mitsubishi Corporation OFFERING CIRCULAR Dated 21 November 2018 Mitsubishi Corporation (incorporated with limited liability under the laws of Japan) Mitsubishi Corporation Finance PLC (Incorporated with limited liability in England under the Companies Acts 1948 to 1981 Registered No. 1865061) U.S.$5,000,000,000 Euro Medium Term Note Programme guaranteed in respect of Notes issued by Mitsubishi Corporation Finance PLC by Mitsubishi Corporation Pursuant to this U.S.$5,000,000,000 Euro Medium Term Note Programme (the “Programme”), each of Mitsubishi Corporation (“Mitsubishi”) and Mitsubishi Corporation Finance PLC (“MCF” and together with Mitsubishi, the “Issuers” and each, in relation to Notes (as defined herein) issued by it, an “Issuer”), may from time to time issue Euro Medium Term Notes (the “Notes”) denominated in any currency agreed by the relevant Issuer and the relevant Purchaser(s) (as defined below). Notes may be issued in bearer or registered form. Notes in bearer form may be issued in new global note (“NGN”) form. Notes in bearer form not issued in NGN form shall be referred to herein as notes in classic global note (“CGN”) form. Notes in registered form may be held under the New Safekeeping Structure (the “NSS”). Notes issued by MCF will be guaranteed by Mitsubishi (in such capacity, the “Guarantor”), being the parent company of MCF. The Notes will be issued on a continuing basis to one or more of the Dealers specified in “Description of the Programme and Terms and Conditions of the Notes” (each a “Dealer” and together the “Dealers”, which expression shall include any additional Dealer appointed under the Programme from time to time). Notes may also be issued to persons other than Dealers. Dealers and such other persons are referred to as “Purchasers”. An investment in Notes issued under the Programme involves certain risks. For a discussion of these risks, see “Risk Factors” beginning on page 12. Application has been made to the Financial Conduct Authority in its capacity as competent authority under the Financial Services and Markets Act 2000, as amended (the “FSMA”) (the “UK Listing Authority”) for the Notes during the period of 12 months from the date of this Offering Circular under this Programme to be admitted to the official list of the UK Listing Authority (the “Official List”) and to the London Stock Exchange plc (the “London Stock Exchange”) for such Notes to be admitted to trading on the London Stock Exchange’s professional securities market (the “Market”). References in this Offering Circular to Notes that are listed, and all related references, shall be to Notes that have been admitted to trading on the Market and have been admitted to the Official List. The Market is not a regulated market for the purposes of Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments. Notice of the aggregate nominal amount of, interest (if any) payable in respect of, the issue price of, and any other terms and conditions which are applicable to each Tranche (as defined herein) will be set forth in a final terms document (the “Final Terms”). The relevant Final Terms will specify whether or not the relevant Notes are to be listed. Information contained in this Offering Circular relating to unlisted Notes is not required to comply with the Financial Conduct Authority’s Listing Rules and has not been reviewed or approved by the UK Listing Authority. The Programme also provides for the issue of Notes that will not be admitted to the Official List or to trading on the Market or that may be listed or admitted to trading on other stock exchanges or markets as may be agreed between the relevant Issuer, the Guarantor and the relevant Dealer. Mitsubishi has been rated long-term: A2/short-term: P-1 by Moody’s Japan K.K., long-term: A/short-term: A-1 by S&P Global Ratings Japan Inc. and long- term: AA-/short-term: a-1+ by Rating and Investment Information, Inc (“Rating and Investment”). The Programme has been rated A2 by Moody’s Japan K.K., A by S&P Global Ratings Japan Inc. and AA- by Rating and Investment Information, Inc. Tranches of Notes issued under the Programme may be rated or unrated. Where a Tranche of Notes is rated such rating will not necessarily be the same as the rating assigned to the Programme. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. Moody’s Japan K.K., S&P Global Ratings Japan Inc. and Rating and Investment Information, Inc. are not established in the European Union and are not registered under Regulation (EC) No 1060/2009 (as amended) on credit rating agencies (the “CRA Regulation”). However, Moody’s Investor Services Ltd. and Standard & Poor’s Credit Market Services Europe Limited, which are affiliates of Moody’s Japan K.K. and S&P Global Ratings Japan Inc., respectively, are established in the European Union and registered under the CRA Regulation indicating an intention to endorse the ratings of certain of their respective non-EU affiliates. Moody’s Japan K.K., S&P Global Ratings Japan Inc. and Rating and Investment Information, Inc. are registered with the Financial Services Agency of Japan. Arranger Citigroup Dealers Barclays BNP PARIBAS BofA Merrill Lynch Citigroup Crédit Agricole CIB Daiwa Capital Markets Europe Deutsche Bank Goldman Sachs International HSBC J.P. Morgan Mizuho Securities Morgan Stanley MUFG Nomura SMBC Nikko Société Générale Corporate & Investment Banking UBS Investment Bank This Offering Circular comprises listing particulars in relation to each Issuer and the Guarantor given in compliance with the listing rules made under Section 73A(2) of the FSMA by the UK Listing Authority and for the purpose of giving information with regard to each Issuer, the Guarantor and the Notes, which, according to the nature of each Issuer, the Guarantor and the Notes, is necessary to enable investors to make an informed assessment of the assets and liabilities, financial position, profits and losses and prospects of the relevant Issuer and the Guarantor and the rights attaching to the Notes. Each of the Issuers and the Guarantor accepts responsibility for the information contained in this Offering Circular. To the best of the knowledge and belief of each Issuer and the Guarantor (each of whom has taken all reasonable care to ensure that such is the case) such information is in accordance with the facts and does not omit anything likely to affect the import of such information. This Offering Circular is to be read in conjunction with all the documents which are deemed to be incorporated herein by reference (see “Documents Incorporated by Reference” beginning on page 23). This Offering Circular shall be read and construed on the basis that such documents are so incorporated and form part of this Offering Circular. No representation, warranty or undertaking, express or implied, is made and no responsibility is accepted by the Dealers as to the accuracy or completeness of the financial information contained in this Offering Circular, or any other financial statements or any further information supplied in connection with the Programme or the Notes. The Dealers accept no liability in relation to the financial or other information contained or incorporated by reference in this Offering Circular or any other financial statements or any further information supplied in connection with the Programme or the Notes or their distribution. No person is or has been authorised to give any information or to make any representation not contained in or not consistent with this Offering Circular or any other financial statements or further information supplied in connection with the Programme or the Notes and, if given or made, such information or representation must not be relied upon as having been authorised by the Issuers or the Guarantor or any of the Dealers. Neither this Offering Circular nor any other financial statements nor any further information supplied in connection with the Programme or the Notes are intended to provide the basis of any credit or other evaluation and should not be considered as a recommendation by the Issuers or the Guarantor or any of the Dealers that any recipient of this Offering Circular or any other financial statements or any further information supplied in connection with the Programme or the Notes should purchase any of the Notes. Each investor contemplating purchasing Notes should make its own independent investigation of the financial condition and affairs, and its own appraisal of the creditworthiness, of the relevant Issuer and the Guarantor. Neither the delivery of this Offering Circular nor the offering, sale or delivery of any Notes shall in any circumstances imply that the information contained herein concerning the Issuers or the Guarantor is correct at any time subsequent to the date hereof or that any other financial statements or any further information supplied in connection with the Programme or the Notes is correct as of any time subsequent to the date indicated in the document containing the same. The Dealers expressly do not undertake to review the financial condition or affairs of the Issuers or the Guarantor and their respective subsidiaries during the life of the Programme or to advise any investor in the Notes of any information coming to their attention. Investors should review, inter alia, the most recent financial statements of the relevant Issuer and the Guarantor when deciding whether or not to purchase any of the Notes. The Issuers, the Guarantor and the Dealers do not represent that this Offering Circular may be lawfully distributed, or that the Notes may be lawfully offered, in compliance with any applicable registration or other requirements in any jurisdiction, or pursuant to an exemption available thereunder, or assume any responsibility for facilitating any such distribution or offering.
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