HS2: Hitachi and Bombardier bid to build trains

Press releases   •   Jun 05, 2019 10:00 BST

Two UK-based rail giants are submitting a ‘Great British’ train proposal to High Speed Two (HS2) that would be the most advanced, customer-oriented train ever to run in the UK.

Hitachi and Bombardier will supply 14 very high-speed Frecciarossa 1000 trains to Italy

Press releases   •   Jun 05, 2019 09:33 BST

Hitachi Rail SpA and Bombardier Transportation, in a partnership expected to involve company participation of 60% and 40% respectively, will supply 14 Frecciarossa 1000 (also known as ETR 1000) very high-speed trains to Trenitalia (Italian Railways), as well as a ten years maintenance service agreement for the new trains.

LNER Azuma trains launch on iconic east coast route

Press releases   •   May 17, 2019 14:27 BST

​London North Eastern Railway (LNER) has confirmed the company’s first world-class Azuma train will enter passenger service on the iconic East Coast route tomorrow, Wednesday 15 May 2019, from London King’s Cross to Leeds, West Yorkshire.

FirstGroup and Hitachi announce new partnership for high speed trains linking London to Edinburgh

Press releases   •   Mar 22, 2019 12:01 GMT

​A new high-quality, low fare rail link between London and Edinburgh has come a step closer for customers with news that FirstGroup has confirmed an order for five brand new AT300 125mph intercity electric trains and ongoing maintenance, following completion yesterday of a £100 million deal for the trains between FirstGroup and Hitachi Rail, financed by Beacon Rail.

LNER announces date for new Azuma trains entering service

Press releases   •   Mar 22, 2019 11:53 GMT

​London North Eastern Railway (LNER) is pleased to announce new Azuma trains will enter into service on 15 May, 2019.

Hitachi Rail announces changes to senior leadership

Press releases   •   Feb 01, 2019 06:07 GMT

Ansaldo STS to become fully owned by Hitachi and delisted

Press releases   •   Jan 22, 2019 10:03 GMT

Tokyo, Japan, January 22, 2019 - Hitachi, Ltd. (TSE:6501, "Hitachi") today announced that its (indirectly) wholly owned subsidiary, Hitachi Rail Italy Investments S.r.l., will come to hold 99.156% shares of Ansaldo STS S.p.A. on January 25, 2019 and will exercise the right to purchase all of the outstanding shares at Euro 12.70 per share.

Ansaldo STS S.p.A. will become fully owned by Hitachi and will be delisted from the Italian Stock Exchange on January 30, 2019.

GENERAL NOTICE

The Procedure referred to in this notice is exclusively promoted in Italy and in the United States of America, and has not and shall not be promoted or distributed in Japan, Canada and Australia, and in any other country where such distribution is not permitted without authorization from the competent authorities or other fulfillments by HRII.

NOTICE TO U.S. RESIDENT HOLDERS

The Procedure described in this press release concerns the shares of Ansaldo STS, an Italian company with shares listed exclusively on the MTA and subject to Italian disclosure and procedural requirements, which are different from those of the United States of America.

Financial statements possibly included in, or incorporated by reference in, the Information Document have been prepar]ed in accordance with non-U.S. accounting standards and may not be comparable to the financial statements of U.S. companies.

This press release does not represent an offer to buy or a solicitation to sell the shares of Ansaldo STS. Before the start of the offer period in relation to the Procedure, as required by the applicable law, HRII disclosed the Information Document, which the shareholders of Ansaldo STS should examine it carefully

The Procedure is being implemented in the United States of America pursuant to Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act, subject to the exemptions provided by Rule 14d-1(d) under the U.S. Securities Exchange Act, and otherwise in accordance with the requirements of Italian law.

Accordingly, the Procedure is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent possible under applicable laws and regulations, in accordance with ordinary Italian law and market practice and so long as the conditions under Rule 14e-5(b)(12) of the U.S. Securities Exchange Act are satisfied, HRII, the Issuer, their affiliates, financial advisors and brokers (acting as agents for HRII, the Issuer or any of their affiliates, as applicable) have purchased or may, after the date of this press release, from time to time purchase or agree to purchase the shares or any securities that are convertible into, exchangeable for or exercisable for the shares outside of the Procedure.

Any such purchase outside of the Procedure will not be made by HRII, the Issuer, their parent, subsidiary or associated companies and by financial intermediaries and consultants (acting on behalf of HRII, the Issuer or their parent, subsidiary or associated companies, as the case may be) at a price greater than the Consideration unless the Consideration is increased accordingly, to match the price paid outside of the Procedure.

To the extent that information about such purchases or arrangements to purchase is made public in Italy, such information will be disclosed in the United States in accordance with the requirements of Italian law, by means of a press release, pursuant to Article 41, paragraph 2, letter c), of the Issuers' Regulation, or other means reasonably selected to inform U.S. shareholders of Ansaldo STS.

In making the decision whether or not to subscribe to the Procedure, shareholders must rely on their examination of the Procedure, including the merits and risks involved.

NEITHER THE SEC NOR ANY SECURITIES COMMISSION OF ANY STATE OF THE UNITED STATES OF AMERICA HAS (A) APPROVED OR DISAPPROVED THE PROCEDURE; (B) PASSED UPON THE MERITS OR FAIRNESS OF THE PROCEDURE; OR (C) PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THE INFORMATION DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES OF AMERICA.

THE ITALIAN VERSION OF THE INFORMATION DOCUMENT IS THE ONLY DOCUMENT APPROVED BY CONSOB.

It may be difficult for shareholders of Ansaldo STS to enforce their rights and any claim they may have arising under the U.S. federal securities laws since the Issuer and HRII are located outside the United States, and some or all of their officers and directors are resident outside the United States. As a result, it may be difficult to compel HRII and the Issuer and their affiliates to subject themselves to a U.S. court's judgment, or to enforce, in courts outside of the United States, judgments obtained in U.S. courts against any such person, including judgments based on the civil liability provisions of the U.S. securities laws. Additionally, U.S. shareholders of Ansaldo STS may not be able to sue HRII or the Issuer or their respective officers and directors in a non-U.S. court for violations of the U.S. securities laws.

About Hitachi, Ltd.

Hitachi, Ltd. (TSE: 6501), headquartered in Tokyo, Japan, delivers innovations that answer society's challenges, combining its operational technology, information technology, and products/systems. The company's consolidated revenues for fiscal 2017 (ended March 31, 2018) totaled 9,368.6 billion yen ($88.4 billion). The Hitachi Group is an innovation partner for the IoT era, and it has approximately 307,000 employees worldwide. Through collaborative creation with customers, Hitachi is deploying Social Innovation Business using digital technologies in a broad range of sectors, including Power/Energy, Industry/Distribution/Water, Urban Development, and Finance/Social Infrastructure/Healthcare. For more information on Hitachi, please visit the company's website at http://www.hitachi.com.

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Global High Speed Rail Learning Programme - Bombardier Transportation and Hitachi Rail to work with the National College for High Speed Rail

Press releases   •   Nov 30, 2018 07:00 GMT

Building the high speed train of tomorrow - Bombardier Transportation and Hitachi Rail showcase their design innovations

Press releases   •   Nov 22, 2018 15:09 GMT

Increasing the enjoyment of modern train travel and reaching new standards in passenger experience and reliability are key ambitions for Bombardier and Hitachi Rail’s HS2 Rolling Stock bid

Hitachi to increase stake in Ansaldo STS

Press releases   •   Oct 29, 2018 06:40 GMT

Tokyo, Japan, and Rome, Italy, 29 October, 2018 – Hitachi, Ltd. (TSE:6501, “Hitachi”) today announced that Hitachi, Ltd. and its (indirectly) wholly owned subsidiary, Hitachi Rail Italy Investments S.r.l., have signed an agreement to acquire the 31.794 percent stake (63,588,837 ordinary shares) in Ansaldo STS S.p.A. owned by Elliott International, L.P., Elliott Associates, L.P.and The Liverpool Limited Partnership(together, “Elliott”) for a purchase price of Eur 12.7 per share. The acquisition will be made through a private transaction with a total value of Eur 808 million and the relevant settlement is intended to take place within four trading days following the signing of the agreement, and therefore on 2 November 2018.

Hitachi Rail Italy Investments S.r.l. is already the major shareholding of AnsaldoSTS S.p.A. and, after the acquisition of the ordinary shares owned by Elliott, Hitachi Rail Italy Investments S.r.l. will hold a total stake of 82.567 percent (165,133,539 ordinary shares) in Ansaldo STS S.p.A., an Italian company whose shares are listed in the STAR segment of the Italian Electronic Stock Market (Mercato Telematico Azionario) managed by Borsa Italiana S.p.A..

Alistair Dormer, CEO of Hitachi’s Railway Systems Business Units, said:

“This acquisition of shares is a further key milestone towards realizing our ambition of becoming a global leader in total rail solutions”.

On the date hereof, Hitachi Rail Italy Investments S.r.l. has also announced to the market, with a separate press release, the launch of a voluntary tender offer over all of the ordinary shares of Ansaldo STS S.p.A., excluding the ordinary shares of Ansaldo STS S.p.A. held, either directly or indirectly, including the shares subject to the agreement with Elliott described above, by Hitachi Rail Italy Investments S.r.l. as of the date hereof.

This press release refers to the share capital of Ansaldo STS S.p.A., with registered office in Via Paolo Mantovani 3-5, 16151, Genoa, R.E.A. No.421689, registered at the Companies’ Register of Genoa, Tax Code No. 01371160662 and subject to direction and coordination of Hitachi, Ltd.

NOTICE

The tender offer described in this notice is directed, on a non-discriminatory basis and on equal terms, to all the holders of the shares of Ansaldo STS S.p.A. and is promoted exclusively in Italy and in the United States of America.

It is noted that the tender offer is promoted in the United States of America pursuant to Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, pursuant to the exemptions provided by Rule 14d-1(d) under the U.S. Securities Exchange Act.

The tender offer described in this notice has not and shall not be promoted or distributed in Japan, Canada and Australia, and in any other country where such distribution is not permitted without authorization from the competent authorities or other fulfilments by the offeror (collectively, together with Canada, Japan and Australia, the “Other Countries”), nor using communication means ornational or international business of Other Countries (including, for instance, the postal network, fax, telex, electronic mail, telephone and internet), nor any structure of any intermediaries of Other Countries, nor in any other manner.

Copy of the offer document relating to the tender offer, or part of it, as well as copy of any subsequent document that Hitachi Rail Italy Investments S.r.l. will draft in relation to the tender offer, are not and shall not be sent, nor in any other way communicated to, or however distributed, directly or indirectly, into the Other Countries. Whoever in the Other Countries will receive such documents shall not distribute, send or mail them (nor through the postal service nor by virtue of any other means or communication means or business).

Possible subscriptions to the tender offer deriving from solicitation activities in breach of the limitations described above will not be accepted.

The offer document relating to the tender offer described in this notice does not constitute and shall not be interpreted as an offer of financial instruments directed at parties that reside in the Other Countries. None of the financial instruments shall be offered or purchased in the Other Countries without a specific authorization in compliance with the domestic applicable laws of those countries or providing for derogation to such legal provisions.

The subscription to the tender offer by entities or persons that are resident in the Other Countries may be subject to specific obligations or restrictions provided by law provisions or regulations. It is the exclusive responsibility of the beneficiaries of the tender offer to comply with those legal provisions and, therefore, before tendering in the tender offer, to verify their existence and applicability, consulting with their own consultants.

NOTICE TO U.S. SHAREHOLDERS OF ANSALDO STS

The voluntary tender offer described in this notice regards the ordinary shares of Ansaldo STS S.p.A., an Italian company with shares listed exclusively on the Italian Electronic Stock Market (Mercato Telematico Azionario) organized and managed by the Italian Stock Exchange (Borsa Italiana S.p.A.), and will be subject to Italian disclosure and procedural requirements, which are different from those of the United States of America.

This notice is neither an offer to purchase nor a solicitation to sell shares of Ansaldo STS S.p.A.. Prior to the beginning of the relevant offer period, as required by applicable laws, Hitachi Rail Italy Investments S.r.l. will disseminate the offer document relating to the tender offer described in this notice and shareholders of Ansaldo STS S.p.A. should review such document carefully.

The tender offer is being promoted in the United States of America pursuant to Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act, subject to the exemptions provided by Rule 14d-1(d) under the U.S. Securities Exchange Act, and in any case in accordance with the requirements of Italian law. Accordingly, the tender offer described in this notice is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, settlement procedures and timing of payments, that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent possible under applicable laws and regulations, in accordance with ordinary Italian law and market practice and so long as the conditions under Rule 14e-5(b)(12) of the U.S. Securities Exchange Act are satisfied, Hitachi Rail Italy Investments S.r.l., Ansaldo STS S.p.A., their affiliates and their financial advisors and

brokers (acting as agents for Hitachi Rail Italy Investments S.r.l., Ansaldo STS S.p.A. or any of their respective affiliates, as applicable) may, following the date of this notice, purchase or agree to purchase from time to time, outside of the tender offer, the shares or any securities that are convertible into, exchangeable for or exercisable for the shares of Ansaldo STS S.p.A.. Any purchase outside the tender offer will not be made by Hitachi Rail Italy Investments S.r.l., Ansaldo STS S.p.A., their affiliates and their financial advisors and brokers (acting as agents for Hitachi Rail Italy Investments S.r.l., Ansaldo STS S.p.A. or any of their respective affiliates, as applicable) at a price higher than the tender offer price unless such consideration is increased accordingly, to match the price paid outside of the tender offer.

To the extent that information about such purchases or arrangements to purchase is made public in Italy, such information will be disclosed in the United States of America, by means of a press release, pursuant to Article 41, paragraph 2, letter c), of the Italian Issuers’ Regulation, or other means reasonably selected to inform the U.S. shareholders of Ansaldo STS S.p.A..

About Hitachi, Ltd.

Hitachi, Ltd. (TSE: 6501), headquartered in Tokyo, Japan, delivers innovations that answer society’s challenges, combining its operational technology, information technology, and products/systems. The company’s consolidated revenues for fiscal 2017 (ended March 31, 2018) totaled 9,368.6 billion yen ($88.4 billion). The Hitachi Group is an innovation partner for the IoT era, and it has approximately 307,000 employees worldwide. Through collaborative creation with customers, Hitachi is deploying Social Innovation Business using digital technologies in a broad range of sectors, including Power/Energy, Industry/Distribution/Water, Urban Development, and Finance/Social Infrastructure/Healthcare. For more information on Hitachi, please visit the company's website at http://www.hitachi.com.

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Contacts 6 contacts

  • Press Contact
  • Communications Manager
  • Dohiugvjlasys.bqMckoIlemroedy@tehidotaocchgnirasaitll-vgeurd.ckyomfd
  • 07548 238 140

  • Press Contact
  • Head of External Communications and Public Affairs
  • adqiamvw.lkbovcqe@twhisvtauzchltirgbairyl-ieeuwe.csfomcw
  • 078602 73317

  • Press Contact
  • External Communications Manager
  • saimm.cefimdskvu@hvlitpxacrzhiksramtiljt-eshu.nrconwmsf
  • 07713697727

  • Press Contact
  • Communications Manager
  • Newton Aycliffe contact for Public Relations and Media enquiries
  • Nisunatx.Hqbareedikwngzq@Hukitcwactqhijarafzilkc-erfu.vpcothmgy
  • (0)1325 621658
  • (0)7753 453914

About Hitachi Rail Global

Address

  • Hitachi Rail Global
  • 1 New Ludgate, 60 Ludgate Hill
  • EC4M 7AW London
  • United Kingdom