공시 • Oct 21
Yageo Corporation (TWSE:2327) completed the acquisition of 87.32% stake in Shibaura Electronics Co.,Ltd. (TSE:6957) from a group of shareholders for ¥94.9 billion.
Yageo Corporation (TWSE:2327) proposed to acquire 99.99% stake in Shibaura Electronics Co.,Ltd. (TSE:6957) from a group of shareholders for approximately ¥110 billion on February 5, 2025. A cash consideration valued at ¥7130 per share will be paid by Yageo Corporation. As part of consideration, ¥108.7 billion is paid towards common equity of Shibaura Electronics Co.,Ltd. Yageo Corporation increased the bid price to ¥5400 on April 17, 2025. Yageo Corporation increased the bid price to ¥6200 on May 8, 2025. As of August 21, 2025, the bid price was increased from ¥6,200 per share to ¥6635 per share. As of August 25, 2025, the bid price was increased from ¥6,635 per share to ¥7,130 per share. As of October 3, 2025, YAGEO entered into a tender offer agreement with Nissei Electric Co., Ltd. pursuant to which Nissei Electric Co., Ltd. agreed to tender all of the Target Company’s Stock it owns in the Tender Offer, and as of October 3, 2025, the total number of shares tendered in the Tender Offer amounted to 13,261,354 shares.
The transaction is subject to approval by regulatory board / committee and minimum tender. The minimum number of shares to be tendered is 7.62 million. The Board of Directors of Shibaura Electronics Co.,Ltd. formed a special committee for the transaction. Yageo Corporation remains committed to commencing the Tender offer on May 7, 2025. The expected completion of the transaction is June 17, 2025. As of May 1, 2025, as a part of a series of transactions aimed at achieving this goal, the Company announced that it would postpone the commencement of its tender offer for its common shares (the "Company Shares") (the "Yageo Tender Offer") from the originally scheduled May 7, 2025, and would consider amending the terms of the tender offer with a view to commencing the offer in mid-May. As of May 1, 2025, the transaction is expected to close in Q3 of 2025. As of June 2, 2025, the consultation with the Ministry of Economy, Trade and Industry has been progressing steadily, the tender offer filed a notification again to the Minister of Finance and the competent minister for the business of the target company through the bank of Japan. The tender offer expects that it will be able to obtain the necessary approval for the acquisition by the last day of the tender offer period including where it has been extended. As of June 17, 2025 Shibaura Electronics extended the tender offer period to July 1, 2025. As of June 25, 2025, The approval for acquisition of Shibaura’s stock had been resolved was publicized by Taiwan Investment commission.
Some of the terms have amended: The tender offer will start from May 9, 2025. The settlement date for this tender offer is July 16, 2025. The tender offer period will be extended to July 9, 2025. As on July 02, 2025, The tender offer period will be extended to July 15, 2025. The commenced date of settlement is on July 23, 2025. As on July 10, 2025, The tender offer period will be extended to July 16, 2025. The commenced date of settlement is on July 24, 2025. As on July 16, 2025, The tender offer period will be extended to July 28, 2025. The commenced date of settlement is on August 4, 2025. As of August 18, 2025, Yageo Corporation extended the offer period to August 28, 2025. As of August 21, 2025, the offer period has been extended to September 4, 2025. As of August 25, 2025, the offer period has been extended to September 8, 2025. As of August 27, 2025, the offer period has been extended to September 10, 2025. As of September 3, 2025, the offer period has been extended to September 18, 2025. As of September 18, 2025 the offer period has been extended to October 3, 2025. As of October 3, 2025 the offer period has been extended to October 20, 2025. YAGEO has achieved the threshold target of 50.01% (7,624,200 shares) shareholding in its public tender offer for Shibaura.
Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. acted as financial advisor for Yageo Corporation. Nishimura & Asahi acted as legal advisor for Yageo Corporation. Baker & McKenzie acted as legal advisor for Yageo Corporation. Kitahama Partners acted as legal advisor to Shibaura Electronics, Nomura Securities acted as financial advisor to Shibaura Electronics, Yamada Consulting Group acted as financial advisor to Yamada Consulting Group.
Yageo Corporation (TWSE:2327) completed the acquisition of 87.32% stake in Shibaura Electronics Co.,Ltd. (TSE:6957) from a group of shareholders for ¥94.9 billion on October 20, 2025. As of October 20, 2025, total number of shares tendered are 13,313,084 of Shibaura Electronics. YAGEO will comply with Japanese regulations and continue the privatization of Shibaura, aiming to complete the process by first quarter of 2026.