As per the terms of the transaction, the publicly-listed conglomerate’s shareholders will receive JPY4,620 ($35.57) per share
Toshiba accepts the $15.3bn buyout offer from a group led by Japan Industrial Partners. (Credit: Chacmool/Wikimedia Commons)
Japanese conglomerate Toshiba said that its board has accepted an offer to be acquired by a group led by Japan Industrial Partners (JIP) in a deal worth JPY2 trillion ($15.3bn).
The group led by the Japanese private equity firm includes 17 domestic companies and six financial institutions.
As per the terms of the transaction, the publicly-listed conglomerate’s shareholders will receive JPY4,620 ($35.57) per share.
Following the completion of the transaction, Toshiba will become a privately held company and its common stock will be delisted from the Tokyo Stock Exchange.
According to Toshiba, although its board accepted the proposal, it will refrain from recommending shareholders to tender their shares as the offer price is not high enough.
Initially, the proposed prices for the buyout from Japan Industrial Partners were from JPY5,200 to JPY5,500 as on 30 September 2022.
It was then decreased to JPY5,200, JPY4,710, and JPY4,610 in the proposals dated November 2022, February 2023, and March 2023, respectively.
Toshiba said that the negotiations with the private equity firm resulted in an additional JPY10 per share from the last buyout offer.
The company has a period of at least four months until the start of the tender offer and it plans to request an opinion from the special committee to reconsider and make decisions.
Toshiba stated: “Although prominent foreign investors were constrained by potential and unpredictable regulatory concerns, the Special Committee believes that the Tender Offer Price is the best price which can be expected for potential investors and sponsors today as JIP’s offer was the only comprehensive bid remaining at the end of an approximately one year-long, fully competitive and fair process.
“As such, the Company should let shareholders decide whether they accept the Transaction as opposed to pre-judging what is the best for shareholders.”
In April 2021, Toshiba received an initial takeover offer of $20bn from Luxembourg-based private equity firm CVC Capital Partners. However, at that time, the consideration was thought to be too low by some shareholders of the Japanese conglomerate.