Nippon Oil Corporation Business Information, Profile, and History

Company Perspectives:

The NOC Group is concertedly striving to realize its management vision--that of becoming a comprehensive energy enterprise that relentlessly and creatively undertakes new challenges in a manner that inspires respect and support from people throughout society--by augmenting the profitability of its core petroleum operations and establishing additional energy-related businesses.

While maintaining their commitment to this common management vision, NOC Group members will in the future be seeking to expand their operations in diverse business fields, strengthening the ENEOS brand to become a top company in the energy industry. In these ways, the Group will continue doing its utmost to maximize its shareholder value.

History of Nippon Oil Corporation

Nippon Oil Corporation is Japan's largest importer and distributor of petroleum products, controlling about 25 percent of the market. The company's main petroleum products include gasoline, naphtha, kerosene, diesel fuel, jet fuel, heavy fuel oil, lubricants, and asphalt. Nippon owns seven crude oil refineries in Japan that have a total daily capacity of about 1.22 million barrels. It operates a network of nearly 11,700 service stations throughout the country, approximately 2,750 of which are company-owned; all of the stations operate under the ENEOS brand. Nippon Oil also is engaged in a number of related activities, including oil and natural gas exploration and production, natural gas distribution, electric power generation, and the manufacture of petrochemicals. Oil and natural gas production is centered in Vietnam, the U.K. North Sea, the Gulf of Mexico, Canada, Papua New Guinea, and Myanmar. Nippon Oil shares a broad alliance with Cosmo Oil Company, Limited involving crude-oil procurement, refining, and distribution, and is also active in several alliances with Idemitsu Kosan Co., Ltd.

Origins During Japanese Oil Industry Infancy

Nippon Oil Company was founded in 1888 during the Meiji restoration, which lasted from 1867 to 1912. This was a time of extraordinary changes in Japan. The government transformed Japan into a world power and sought to model the country's development on that of the West. Western technology, especially that of the United States, was used to modernize the Japanese economy. A parliamentary system of government was introduced in 1885, modeled on that of Germany.

While the Japanese oil industry was itself in its infancy, many entrepreneurs--yamashi--capitalized on the growing demand for oil created by Japanese industrialization. In 1888, 21 yamashi founded Nippon Oil. All were wealthy landowners at a time when most Japanese were landless peasants. Control of Nippon Oil rested with these shareholders, who owned 66 percent of the stock. Yet most decisions were made by two men, Gonzaburo Yamaguchi and the man who became the first company president, Hisahiro Natio. Almost immediately after the company was formed, successful drilling for crude oil began at Amaze, north of Tokyo. Within a year drilling also took place off the Japanese coast, and Nippon became the first Japanese company to drill offshore for oil.

A key to the company's initial success was its willingness to obtain technology from abroad. In particular, Nippon Oil looked to the United States, which had already pioneered technological innovations in the oil industry. In 1889 Yamaguchi visited the United States to obtain information on the latest advances in oil drilling. Impressed by the sophistication of U.S. technology, Yamaguchi, on his return, persuaded his colleagues to purchase an advanced drilling machine from the Pierce company of New York. Yamaguchi hired a Texan to instruct Nippon Oil employees in the operation of the new equipment. Profits in the infant oil company were small. The salary of the American drilling equipment expert amounted to 12 percent of total company expense; yet Nippon Oil was determined to master Western technology. The financial depression of 1897, which led to the collapse of many of Japan's smaller oil companies, left Nippon Oil with an ever increasing share of Japanese oil production and refining.

Key Acquisitions of International Petroleum and Hoden Oil in the Early 20th Century

In 1900 Nippon Oil experienced stiff competition from the newly arrived International Petroleum. This company had been founded in Japan but was operated by the American Standard Oil Company. In 1907 Nippon Oil overcame this domestic competition by purchasing all the Japanese assets of International Petroleum. By so doing, Nippon Oil became one of the largest oil companies in Japan. Its major competitor was now another Japanese company, Hoden Oil.

From 1908 onward, Nippon Oil's output of oil gradually decreased as wells became exhausted. Nippon Oil, again relying on U.S. technology, introduced a rotary drill that enabled existing wells to be deepened. Other Japanese companies soon followed Nippon Oil's example, leading to increased oil production throughout Japan.

In World War I, Japan concentrated its activities against the German colonial empire in the Far East. Following Germany's defeat, Japan not only acquired former German colonial possessions in the Pacific but also gained important commercial concessions in China. The war too led to the rapid development of Japanese industry as well as an increase in the demand for oil. In 1921, three years after the end of the war, Nippon Oil merged with its former competitor, Hoden Oil, and controlled 80 percent of domestic crude oil production.

The interwar period in Japan witnessed not only industrial expansion but also an increase in living standards. As the number of automobiles on Japanese roads grew, Nippon Oil established a network of gasoline-storage depots throughout the country. In 1919 the company set up its first hand-pump gasoline service station with an underground storage tank, in Tokyo. By the late 1920s more than 160 stations were in operation.

By the late 1920s also Japan's oil reserves were insufficient to meet the needs of a growing industrialized economy. Imported oil, therefore, became vital for the continued growth of the Japanese economy, and Nippon Oil, like most other Japanese oil refineries, increasingly relied on imported oil. In 1923 Nippon Oil imported only 170,000 kiloliters of oil. The ratio of domestic oil to imported oil was 63 percent to 23 percent. By 1937 only 20 percent of Nippon Oil's crude oil supply came from domestic sources. The remaining 80 percent had to be imported, mainly from the United States. As domestic oil production lessened, importing and refining gradually became Nippon Oil's principal business activity.

Loss of Independence During World War II

During the 1930s, Japan, like other industrialized countries, suffered the effects of the worldwide Great Depression. The Japanese government, under pressure from its army and navy chiefs, sought new markets on the Chinese mainland through military aggression. In 1931 the Japanese military seized Manchuria, forcing Chinese troops to withdraw from the area. In 1937 war had broken out with China. By this time, the military had gained control of the Japanese government and had begun to regulate the Japanese economy to the needs of the war effort. All important industries came under state control. In 1937 Nippon Oil lost all of its independence, coming under the control of a state-run monopolistic organization known as Oil Co-operative Sales.

Japan's role in World War II had a devastating impact on the economy. Japan's reliance on imported oil and other raw materials meant that the country was vulnerable to an Allied blockade. U.S. submarines operating close to the Japanese coast inflicted heavy losses on Japanese oil tankers carrying supplies to the mainland. Slowly the Japanese economy ground to a halt.

Because of the blockade, Nippon Oil's supply of imported oil almost totally dried up. In 1941, in an attempt to encourage domestic production of oil under embargo conditions, the Japanese government merged Nippon Oil with Ogura Oil. Yet, under the weight of heavy bombing attacks on oil installations, little could be done to remedy Japan's acute oil shortage.

Reestablishment of Nippon Oil in the Postwar Period

Japanese defeat in 1945 was followed by a lengthy period of reconstruction under the Allied occupation authority, the objective of which was the reestablishment of a peacetime industrial economy. The old state monopolies were broken up and competition between smaller economic units was encouraged. Nippon Oil Company was reestablished as a wholesaler in 1949 and occupied a much smaller role in the Japanese postwar economy than it had had for decades. Its main activity continued to be the importing and refining of mostly imported oil.

The Korean War, which broke out in 1950, transformed Japan into an important ally of the United States in the Far East and led to closer economic ties between the two countries. In 1951, recognizing the importance of the U.S. connection, Nippon Oil established Nippon Petroleum Refining Company, Limited, as a joint venture with Caltex Petroleum Corporation of the United States--Caltex itself being a joint venture of Standard Oil Company of California (later Chevron Corporation) and the Texas Company (later Texaco Inc.). Most of Nippon's crude oil supply was subsequently purchased from Caltex and refined by Nippon Petroleum. Also in 1951, a further subsidiary, Tokyo Tanker Co., Ltd. was established to transport oil to Japan. In 1955 Nippon Oil entered the petrochemical and gas industry through the establishment of two subsidiaries, Nippon Petrochemicals Company, Limited and Nippon Petroleum Gas Company, Limited.

In 1960 Nippon Oil established an overseas office in the United States, incorporated in Delaware. The 1960s witnessed a period of sustained growth at Nippon Oil. In 1961 operating profits for the year stood at ¥2.13 billion. For 1970 Nippon Oil declared a profit of ¥10.76 billion. This trend of increased profitability was interrupted by events in the Middle East early in the 1970s. Since the end of World War II, Japan had increasingly relied on Middle East oil. The Yom Kippur War of 1973 between Israel and its Arab neighbors interrupted the oil supply. The Arab-dominated Organization of Petroleum Exporting Countries (OPEC) cut production and raised prices. Within a year of the war, prices had quadrupled. These increases might have been passed on to the Japanese consumer, but in 1974 the Japanese government froze retail gas prices. After-tax profit fell at Nippon Oil to ¥902 million, less than one-tenth of what it had been in 1970.

Maneuvering Through an Industry in Flux in the 1980s and 1990s

By 1977 Nippon had recovered from the energy crisis through the growing strength of the Japanese economy and the high appreciation of the yen on world money markets. In 1980 profits reached an all-time high of ¥45.67 billion. The early 1980s, however, witnessed a slump in the oil industry because of an abundance of supply and too much refining capacity. The Japanese Ministry of International Trade and Industry sought to rationalize the oil industry by encouraging cooperation among the large companies. In November 1984 Nippon Oil and Mitsubishi Oil Company, Limited reached an accord on the sharing of marketing and facilities. This pact gave both companies joint command of 25 percent of Japan's oil market. Under the agreement, the two companies cooperated in wholesale and retail operations and use of tanker and storage facilities. Mitsubishi Oil had been 50 percent owned by the U.S. Getty Oil Company until earlier in 1994 when Getty was acquired by Texaco; as part of that buyout, Getty sold its interest to members of the Mitsubishi group and other Japanese buyers for $335 million.

Under the leadership of its chairman, Yasuoki Takeuchi, Nippon Oil during the 1980s took steps to reduce its dependence on Middle East oil. In 1985 alone, Nippon Oil set aside $100 million for the development of oilfields in the United States, and in 1986, Nippon Oil found promising oilfields in North Dakota. The company also reached an agreement with Texaco of the United States for joint development of Alaskan oilfields. Another joint exploration deal with Chevron led to the discovery of two gas fields in the Gulf of Mexico.

This policy of developing alternative sources of supply somewhat reduced dependence on Middle East oil. In 1989 while 56.6 percent of Nippon Oil imports came from the Middle East, 37 percent came from Southeast Asia, and the remaining 6.4 percent from other regions, mainly Mexico.

Japanese oil refiners and distributors were hit hard by the prolonged economic stagnation that afflicted Japan in the wake of the bursting of the bubble economy of the late 1980s. Demand for petroleum products fell sharply in the 1990s, hampering an industry already struggling with overcapacity. Under pressure from the Japanese government, Nippon Oil and two other Japanese refiners in 1991 entered into a joint venture with Saudi Arabian Oil Company and Caltex to build a new export refinery in Saudi Arabia and to turn a mothballed refinery in Japan owned by Nippon Oil into a state-of-the-art plant. The Japanese government hoped to establish a stable procurement route through the venture, but late in 1993, as the economic environment continued to deteriorate, the Japanese refiners pulled out. Meantime, in mid-1992 Hidejiro Osawa was promoted to president, replacing Kentaro Iwamoto, with Takeuchi remaining chairman.

In the fiscal year ending in March 1995, Nippon Oil ceded its number one position in the Japanese oil industry to Idemitsu Kosan Co., Ltd. Competition in the industry--already fierce because of refinery overcapacity and the economic travails--was about to intensify as a result of deregulatory moves initiated by the government. In April 1996 a law limiting oil imports to 29 refiners and distributors was repealed, opening the door for supermarkets, trading companies, and even farm cooperatives to begin importing petroleum products for direct distribution in Japan. In anticipation of this sea change, Caltex elected to partially exit from the Japanese refinery industry, having concluded that it could more profitably import into Japan petroleum products that had been refined elsewhere in Asia, where production costs were cheaper. Caltex, therefore, sold its 50 percent interest in Nippon Petroleum Refining to Nippon Oil for $1.98 billion in April 1996. Caltex held onto a 50 percent interest in Koa Oil Company, Limited, a Japanese oil refiner that supplied almost all of its output to Nippon Oil. In May 1996 Takeuchi stepped down from his post of chairman, which was subsequently made vacant.

The newly competitive environment led to lower prices for petroleum products, sending profits at Nippon Oil and other Japanese refiners on a steadily downward path during the late 1990s. Cost-cutting came to the fore, and Nippon announced in 1996 that it would cut its workforce from 4,200 to 3,600 by decade's end. The company closed 6 of 18 branch offices and also began seeking alliances as an additional way of cutting costs. During 1996 Nippon Oil and Idemitsu Kosan began jointly supplying kerosene and fuel oil, and then the following year the two firms reached an agreement to merge some of their oil tank stations that supplied gasoline to service stations. In November 1997 Nippon announced that it would close its refinery in the city of Niigata in another cost-cutting move. The Niigata refinery was the smallest of Nippon's three wholly owned refineries, with a capacity of just 26,000 barrels per day. A further consequence of lower prices at the gas pump was that many Japanese gas stations were no longer operating profitably. Nippon Oil, along with the other Japanese refiners, began shuttering underperforming outlets. Between March 1997 and September 1998, for example, Nippon reduced the number of stations in its network by nearly 500.

Further roiling the industry was the late 1990s debut in Japan of self-service gasoline stations, after they had long been banned because of an arcane fire regulation. In April 1998 Nippon Oil opened its first self-service station in Kobe through a joint venture with McDonald's Company (Japan) Ltd., an affiliate of McDonald's Corporation. This service station complex included a drive-through McDonald's restaurant and a video rental shop. Additional complexes were subsequently opened in cooperation with McDonald's, the Kentucky Fried Chicken restaurant chain, and other partners. Through these multipurpose outlets, Nippon aimed to reduce labor costs and increase sales of gasoline. Toward similar goals, the company opened its first Dr. Drive service station, also in April 1998. In addition to gasoline, these stations offered a wide range of auto-related products and services, with the latter including vehicle checkups, maintenance and repairs, government-mandated vehicle inspections, and car washing and waxing. By March 2000, Nippon was operating 20 service station complexes incorporating other shops and restaurants and 44 Dr. Drive service stations.

1999 Merger with Mitsubishi, Alliance with Cosmo, Restructuring

In October 1998 Nippon Oil announced that it had agreed to merge with Mitsubishi Oil in a marriage of the second and sixth largest Japanese oil companies. The stock-swap deal, completed in April 1999, created the biggest oil company in Japan, which took the name Nippon Mitsubishi Oil Corporation. It also saved Mitsubishi from possibly severe financial trouble as that company had been beset by mounting losses in the difficult environment in which Japanese oil companies had been operating, ultimately posting a net loss of ¥20.2 billion in 1999. Nippon Oil was the surviving company in the merger, and Osawa served as president of Nippon Mitsubishi. The newly enlarged company wholly or partially owned nine refineries with a total capacity of 1.35 million barrels per day. It controlled about 25 percent of Japan's market for petroleum products, surpassing the previous leader, Idemitsu Kosan. Its retail network included some 14,000 stations, which at least initially continued to operate under the Nisseki and Mitsubishi Oil names. The firm also had a much stronger upstream side, having gained Mitsubishi Oil's exploration and production operations in Vietnam and Papua New Guinea, as well as Mitsubishi's interest in a liquefied natural gas venture in Malaysia.

The new Nippon Mitsubishi moved quickly to achieve its stated goal of cutting annual costs by ¥70 billion ($574 million) over a three-year period. During 2000, its refinery operations were streamlined through several strategic measures. The Mizushima refinery, formerly operated by Mitsubishi Oil, was transferred to Nippon Mitsubishi's main refining subsidiary, the newly renamed Nippon Mitsubishi Petroleum Refining Company. Mitsubishi's refinery in Kawasaki, near Tokyo, a smaller facility with a capacity of 75,000 barrels per day, was shut down. Nippon Mitsubishi also spent ¥26.1 billion ($224 million) to buy out Caltex's remaining stake in Koa Oil. Nippon thus gained majority control of the publicly traded Koa Oil, which operated refineries in Marifu and Osaka with a refinery capacity of 252,000 barrels a day.

In October 1999, in its most significant alliance yet--one that stopped just short of a full merger--Nippon Mitsubishi reached an agreement with Cosmo Oil Company, Limited, the number three Japanese oil firm, to cooperate in a number of areas, including crude oil procurement, tanker allocation, oil refining, petroleum product distribution, lubricant manufacturing, and distribution. The alliance did not extend into the firms' service station operations. The companies hoped to save at least ¥15 billion ($140 million) from synergies by the third year of the partnership. Yet another alliance was entered into in February 2000 with Teikoku Oil Co., Ltd., a firm that had particular strength on the upstream side of the oil business. Nippon Mitsubishi subsequently became Teikoku's largest shareholder, increasing its stake to 16.5 percent.

For the fiscal year ending in March 2000, Nippon Mitsubishi reported a net loss of ¥4.86 billion ($45.8 million) because of a ¥23.3 billion ($220 million) charge it took to change the way it accounted for retirement benefits. About ¥50 billion ($470 million) in cost savings was achieved that year, representing 60 percent of the three-year target. Revenues for the year totaled ¥3.59 trillion ($33.91 billion). In June 2000 Osawa retired and was replaced as president by Fumiaki Watari, who had been vice-president and had joined the former Nippon Oil in 1960.

A main focus for Nippon Mitsubishi over the next two years was the further restructuring of its refinery operations. During 2001, refinery capacity was reduced to 1.23 million barrels per day, increasing the company's capacity utilization from 76 percent to 84 percent. In October 2001 Nippon Mitsubishi bought the minority stakes in two of its majority-owned, publicly traded oil refining affiliates, Koa Oil and Tohoku Oil Co., Ltd.; the latter operated a 145,000-barrel-per-day refinery in the northern Japanese city of Sendai. Then in April 2002 Koa and Tohoku were merged into Nippon Mitsubishi Petroleum Refining Company, which now had refining capacity of 1.17 million barrels per day, or 95 percent of the parent company's total capacity, through the six refineries it operated. Nippon Mitsubishi's seventh refinery, located in Toyama, was operated by the majority-owned Nihonkai Oil Co., Ltd.

At the same time that the integration of the refining operations was nearing completion, integration also was occurring on the retailing side. The company's Nisseki and Mitsubishi Oil service stations were united under a new brand, ENEOS, a process completed in March 2002. The new name was a combination of the words energy and neos, meaning "new energy." Over the previous three years, Nippon Mitsubishi had gradually trimmed its service station network, so that by the time the name change was effected, it ran about 12,000 stations. Of this total, about 1,300 were Dr. Drive stations.

In June 2002 the company dropped "Mitsubishi" from its name, becoming simply Nippon Oil Corporation. Likewise, the refining subsidiary was renamed Nippon Petroleum Refining Company, Limited. In December 2002 Nippon Oil entered into an oil refining alliance with Idemitsu Kosan that would enable the latter firm to close its Hyogo refinery. Nippon agreed to supply Idemitsu with 40,000 barrels per day of petroleum products, including gasoline, kerosene, jet fuel, diesel fuel, and fuel oil. Nippon simultaneously cut its refinery capacity by 10,000 barrels per day. Although the Japanese economy remained sluggish during 2003, Nippon Oil managed a 6 percent increase in net sales, to ¥4.19 trillion ($34.89 billion), while net income increased one-third, jumping from ¥24.01 billion to ¥32.28 billion ($269 million).

In August 2003 Nippon Oil temporarily shut down two of its refineries after discovering that it had falsified inspection reports during a four-year period starting in 1998. Nippon issued an apology for this scandal, but that did not preclude Japan's Ministry of Economy, Trade, and Industry from launching an investigation to determine what penalties, if any, should be imposed on the company. Nippon reduced its profit forecast for 2004 because of the shutdowns.

Looking to the future, Nippon was likely to continue to seek opportunities for streamlining its refining and marketing operations and to pursue further alliances and perhaps mergers. The company also wanted to achieve a better balance between its upstream and downstream operations by expanding its capacity to produce oil and gas from the 2003 level of 50,000 barrels of oil equivalent per day (BOED) to 150,000 BOED within a few years. Nippon Oil was also likely to continue another initiative: using its remaining refineries as bases for expanding into related energy fields, such as electric power generation and liquefied natural gas storage and supply. It was making a concerted effort to become a more comprehensive energy enterprise, lessening its dependence on the troubled Japanese oil refining and distribution sector.

Principal Subsidiaries: OIL REFINING AND WHOLESALING: Nippon Petroleum Refining Company, Limited; Nippon Petroleum Processing Company, Limited; Nihonkai Oil Co., Ltd. (66%); Wakayama Petroleum Refining Co., Ltd. (50%). OIL STORAGE AND TRANSPORT: Nippon Oil Staging Terminal Company, Limited; Nippon Oil Tanker Corporation; Okinawa CTS Corporation (65%). GAS BUSINESS: Nippon Petroleum Gas Company, Limited (95.2%). OIL DEVELOPMENT AND OVERSEAS OPERATIONS: Nippon Oil Exploration Limited; Nippon Oil Exploration U.S.A. Limited; Nippon Oil Exploration and Production U.K. Limited; Japan Vietnam Petroleum Co., Ltd. (53.1%). OVERSEAS OIL MARKETING: Nippon Oil (U.S.A.) Limited (U.S.A.); Nippon Oil (Asia) Pte. Ltd. (Singapore). PETROCHEMICALS BUSINESS: Nippon Petrochemicals Company, Limited. CONSTRUCTION AND ENGINEERING: Nippon Oil Engineering and Construction Co., Ltd.; Nippon Hodo Co., Ltd. (56%). OTHER: Nippon Oil (Australia) Pty. Limited; Nippon Oil Finance (Netherlands) B.V.; Nippon Oil Real Estate Company, Limited; Nippon Oil Trading Corporation; Nippon Oil Information Systems Company, Limited.

Principal Competitors: Exxon Mobil Corporation; Idemitsu Kosan Co., Ltd.; Showa Shell Sekiyu K.K.; Nippon Mining Holdings, Inc.

Chronology

• Key Dates:
• 1888: Twenty-one yamashi (entrepreneurs) form Nippon Oil Company; almost immediately the firm successfully drills for crude oil at Amaze, north of Tokyo; Nippon soon becomes the first Japanese company to drill offshore for oil.
• 1907: Nippon buys the Japanese assets of International Petroleum, becoming one of the nation's largest oil companies.
• 1919: The company sets up its first hand-pump gasoline service station, in Tokyo.
• 1921: Through a merger with Hoden Oil, Nippon Oil now controls 80 percent of domestic crude oil production.
• 1937: Nippon Oil loses its independence, coming under control of a state-run monopolistic organization known as Oil Co-operative Sales.
• 1941: The Japanese government merges Nippon Oil with Ogura Oil.
• 1949: A much smaller Nippon Oil is reestablished, with its main activity being the importing and refining of oil.
• 1951: Nippon Oil forms Nippon Petroleum Refining Company, Limited as a joint venture with Caltex Petroleum Corporation.
• 1955: The company enters the petrochemical and gas industries.
• 1984: Nippon Oil and Mitsubishi Oil Company, Limited enter into an alliance involving cooperation in wholesale and retail operations and in the use of facilities.
• 1996: Deregulation of Japan's oil industry begins; Nippon buys Caltex's 50 percent interest in Nippon Petroleum Refining for $1.98 billion.
• 1998: The company's first self-service station and first Dr. Drive service station are opened.
• 1999: Nippon Oil and Mitsubishi Oil merge to form Nippon Mitsubishi Oil Corporation, the largest oil company in Japan; Nippon Mitsubishi and Cosmo Oil Company, Limited enter into a wide-ranging alliance involving cooperation in crude-oil procurement, refining, and distribution.
• 2001: Two majority owned, publicly traded refinery affiliates, Koa Oil Company, Limited and Tohoku Oil Co., Ltd., are made into wholly owned subsidiaries; conversion of service stations to the new ENEOS brand begins.
• 2002: Koa and Tohoku are merged into the company's main refinery subsidiary, Nippon Mitsubishi Petroleum Refining Company (soon renamed Nippon Petroleum Refining); Nippon Mitsubishi Oil Corporation changes its name to Nippon Oil Corporation.