Kewpie Corporation made a takeover bid to acquire a 23.2% stake in Aohata Corporation from Nakashimato Co., Ltd., U Shokai Co., Ltd., Amane Nakashima, Chizuru Nakashima, Chiaki Nakashima, and other sellers for ¥2.4 billion.
December 24, 2013 at 09:30 am IST
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Kewpie Corporation (TSE:2809) made a takeover bid to acquire a 23.2% stake in Aohata Corporation (TSE:2830) from Nakashimato Co., Ltd., U Shokai Co., Ltd., Amane Nakashima, Chizuru Nakashima, Chiaki Nakashima, and other sellers for ¥2.4 billion in cash on December 24, 2013. As per the terms of the takeover, Kewpie Corporation will acquire up to approximately 1.6 million common shares and a minimum of approximately 1.36 million shares at ¥1510 per common share of Aohata Corporation. Kewpie Corporation signed the subscription agreement on December 24, 2013 where Nakashimato Co., Ltd. will sell 0.64 million shares, one seller will sell 0.6 million shares, Amane Nakashima will sell 0.04 million shares, Chizuru Nakashima will sell 0.04 million shares, and Chiaki Nakashima will sell 0.04 million shares.
The offer period is December 25, 2013 to January 29, 2014. Post acquisition, Kewpie Corporation will hold a 38.9% stake. Upon successful takeover bid, Kewpie Corporation will transfer its bread related sales business to Aohata Corporation effective December 1, 2014. Board of Directors of Aohata Corporation resolved to leave it to the judgment of the shareholders whether or not to respond to the tender offer on December 24, 2013. Yamada FAS calculated the exchange ratio and STW & Partners acted as legal advisor to Aohata Corporation. The Daiwa Securities calculated the exchange ratio for Kewpie Corporation.
AOHATA Corporation is a Japan-based company mainly engaged in the manufacture and sale of food products, and the design and sale of food manufacturing equipment. Products include jams, cooked foods, fruit preparations, fruits, fruit processed products, agricultural and livestock products and processed products, candy can and desserts, cut vegetables, and processed oysters. The Company is also engaged in the introduction, installation and maintenance of food production facilities, cultivation and sale of strawberry seedlings, and processing and sale of agricultural products.
Kewpie Corporation made a takeover bid to acquire a 23.2% stake in Aohata Corporation from Nakashimato Co., Ltd., U Shokai Co., Ltd., Amane Nakashima, Chizuru Nakashima, Chiaki Nakashima, and other sellers for ¥2.4 billion.