Currently, Toyota holds a 50.11% stake in Hino Motors, while Daimler Truck owns 89.3% of Mitsubishi Fuso Truck and Bus Corporation. Under the agreement, the new holding company formed by Hino and Mitsubishi Fuso will be jointly owned by Toyota and Daimler Truck with 25% each. However, in the voting rights structure, Toyota will hold 19.9% and Daimler Truck 26.7%, meaning Hino will no longer be a subsidiary of Toyota.

The new holding company, whose name is yet to be announced, will be headquartered in Tokyo with a total workforce exceeding 40,000. Karl Deppen, the current CEO of Mitsubishi Fuso, will assume the role of CEO for the new entity. Hino and Mitsubishi Fuso will become wholly-owned subsidiaries of the new company.

In fact, as early as May 30, 2023, Toyota, Hino, Daimler Truck, and Mitsubishi Fuso jointly held a press conference to announce that Hino and Mitsubishi Fuso had signed a basic agreement to merge by the end of 2024, forming a new listed company to collaborate in commercial vehicle development, procurement, and production, with the goal of "creating a globally competitive Japanese commercial vehicle enterprise."

The reason behind this lies in part with the scandal that hit Hino, which reverberated through Toyota. At the time, Toyota Motor President Koji Sato stated: "Our support for Hino has reached its limit." It is known that Hino was exposed in March 2022 for falsifying engine emissions and fuel efficiency test data, with the scandal escalating significantly in August 2022, severely damaging the company's performance. Hino posted net losses of 84.7 billion yen and 117.6 billion yen in fiscal years 2021 and 2022, respectively. In this context, Toyota was reluctant to single-handedly prop up Hino's operations and actively sought to introduce external capital, leading to the merger talks between Hino and Mitsubishi Fuso.

However, Hino's engine certification fraud issue persisted for a long time. On the very day the merger agreement was signed in 2023, Japan's Ministry of Land, Infrastructure, Transport and Tourism announced that due to Hino's engine certification violations, the government had re-measured fuel efficiency values for 232 related vehicle models, finding that none met the values reported in their applications.

Subsequently, Hino's scandal expanded overseas, facing class-action lawsuits in markets such as the U.S. and Australia, leading the two sides to announce an indefinite postponement of the merger in late February 2024. The situation took a turn in 2025 when, in January, Hino announced it had reached a $1.2 billion settlement with the U.S. Department of Justice to resolve issues of improper engine certification. Concurrently, Hino also settled cases in Canada, Australia, and other regions, bringing an end to overseas litigations. With a series of fraud issues largely resolved, merger negotiations advanced rapidly, culminating in the signing of the agreement on June 10.

According to the latest agreement, after the merger, Hino and Mitsubishi Fuso will maintain their respective brands and sales networks in Japan and overseas. Toyota and Daimler Truck stated that the merger aims to integrate resources and enhance competitiveness in the global commercial vehicle market.

"Scale matters. In Japan, it's unrealistic for multiple commercial vehicle manufacturers to survive independently," Karl Deppen pointed out, noting that intensified competition from emerging-market manufacturers necessitates huge investments in areas like electrification.

Behind the Hino-Mitsubishi Fuso merger lies the global commercial vehicle industry's urgent need to transform toward electrification and intelligence. With surging R&D in cutting-edge fields such as batteries and autonomous driving, small and medium-sized enterprises face enormous cost pressures. Notably, due to massive settlement fees, Hino posted a net loss of ¥217.7 billion in fiscal 2024. Hino President Satoshi Komukai called the merger with Mitsubishi Fuso a "once-in-a-lifetime opportunity." Additionally, as part of the merger to improve financial conditions, Hino will sell its vehicle and parts plant in Hanyu, Tokyo, to Toyota for ¥150 billion. Since starting operations in 1963, the Hanyu plant has primarily produced Hino and Toyota brand small trucks, as well as Toyota's Land Cruiser 250 and Hilux pickup trucks.

The merger is seen as a key move by Japan's automotive industry to address global supply chain restructuring. Through integration, the two sides aim to pool technical resources, expand production scale, and enhance bargaining power and risk resistance in the global market. Hino and Mitsubishi Fuso will collaborate in commercial vehicle development and production within their respective strengths, while also cooperating on next-generation technologies like decarbonization and autonomous driving, with Toyota and Daimler Truck providing technical support. For example, the new company may share Toyota's e-TNGA electric platform and both sides' fuel cell technologies.

Furthermore, facing the rapid overseas expansion of Chinese commercial vehicle brands, Japanese firms are seeking to leverage economies of scale to solidify their market position in traditional strongholds such as Southeast Asia and the Middle East.

Currently, the two sides plan to complete asset divestment and business restructuring within 2025 to ensure the new company meets the governance requirements of the Tokyo Stock Exchange before listing. A source from Japan's Ministry of Economy, Trade and Industry (METI) said the move could set a model for "strong-to-strong mergers" in Japan's manufacturing sector.

Previously, in April 2021, Isuzu acquired UD Trucks' Japanese business from the Volvo Group for ¥243 billion, while launching a commercial vehicle strategic alliance with Volvo. Now, the Hino-Mitsubishi Fuso merger means Japan's commercial vehicle sector will form two major camps.