All Nippon Airways Holdings (ANA) has officially taken over Nippon Cargo Airlines (NCA).

In separate regulatory filings, Nippon Yusen Kaisha (NYK) — the parent company of NCA — and ANA both announced that they have entered into a definitive agreement on the transfer of all shares in B747 freighter operator NCA to ANA.

"Nippon Yusen Kabushiki Kaisha (NYK), as announced in the "Notice of Basic Agreement on Transfer of Shares in Consolidated Subsidiary" on March 7, 2023, entered into a certain basic agreement with ANA HOLDINGS INC. (ANAHD) for a transaction to transfer all shares of Nippon Cargo Airlines Co., Ltd. (NCA), a wholly-owned subsidiary of NYK to ANAHD," NYK said on July 10.

"Today, NYK hereby announces that NYK has executed a definitive agreement with ANAHD whereby NYK and ANAHD have agreed to carry out the transaction for the transfer of all shares in NCA to ANAHD through a share exchange."

The shipping and logistics group added that upon the consummation of the transaction, ANA would become the wholly-owned parent company, and NCA will become the wholly-owned subsidiary.

ANA said separately that the share transfer will be effective on October 1, 2023, subject to the approvals of the relevant authorities.

NYK earlier noted that in 2010 it acquired all of the entire shares of NCA with the aim of becoming a comprehensive logistics company offering ocean, land, and air transportation — but the ongoing cost of running NCA amidst a volatile market prompted its decision to divest from the cargo airline.

Meanwhile, for ANA, the deal would enhance its international air cargo network.

"ANAHD, in order to dramatically enhance its international air cargo network and products and services based in Japan and also with the aim of contributing to the development of global economic activities both in Japan and abroad, expressed its strong desire to add NCA (the only Japanese airline dedicated exclusively to air cargo transportation) to its business portfolio and integrate and reorganize NCA within the cargo business of the ANA group in the future, thereby realizing the goal of providing high-quality and internationally competitive air cargo transportation services that can respond to the increasing sophistication of the supply chain," the regulatory filing said.

NYK said in order for NCA to achieve further growth and increase its corporate value from a long-term perspective, it noted that the "best option" is to transfer the shares of NCA to ANAHD, which operates the same category of business.

"... The continuous introduction of new aircraft to expand the operation and maintenance system and the continuous training of personnel engaged in operation and maintenance required considerable expenditure. In the highly volatile business environment of airfreight transportation, NCA has been facing challenges in expanding its business scale at a level that is commensurate with such costs," the shipping group added.

NCA currently operate a fleet of eight B747-8 freighter aircraft and owns five B747-400 freighters that are operated by ASL and Atlas Air.

New executives at NCA announced

Meanwhile, following the transaction confirmation, NCA announced changes to its chairman, president and executive officers.

In a separate announcement, it said that Hitoshi Oshika, currently NCA's president and chief executive officer, will become chairman of the board as of July 15.

Hiroyuki Homma, currently senior managing director, has also been promoted to president & chief executive officer at the company.