Japanese private equity firm Unison Capital has offered to acquire a 35.2 percent stake in Aderans Holdings, a manufacturer of wigs, for about ¥14.7 billion ($149 million; €114 million).
The firm has concluded an agreement pertaining to the tender offer to realise a “strategic capital and business alliance” in accordance with which Unison will support Aderans to raise its corporate value, it said in a statement.
Unison is offering ¥1000 per share, a premium of 35.5 percent over Aderans' closing share price during the past three months. The firm seeks to acquire a minimum of 14.68 million shares. The offer period extends from 1 June to 29 June. The firm has no plan to delist Aderans shares, it said in its statement.
The investment is subject to approval by Aderans shareholders. Its board of directors passed a resolution that Aderans will support the tender offer when the offer period starts.
As part of the agreement, Nobuo Nemoto, who owns a 9.2 percent stake in the company, will not transfer or sell the shares he holds in Aderans and will exercise his voting rights following discussions with Unison.
Unison and Aderans will revise the make up of the company’s management and will propose six new candidates to sit on its board. Of these, three will be from Unison Capital.
US hedge fund Steel Partners is the largest shareholder in Aderans with a stake of 28.9 percent as of 28 August, 2008. According to two sources quoted by Reuters, Unison and Aderans are working closely to fight off Steel Partners, which has proposed replacing most of Aderans’ board at a shareholders meeting in May.
Unison is currently in the market for Unison Capital Partners III, which is targeting ¥200 billion. The fund raised ¥120 billion for its second close in October 2008. It is focused on management buyouts, spinoffs of business-units by conglomerates and businesses affected by ownership-succession issues.
Unison raised ¥38 billion for its first fund in 1999 and ¥135 billion for its second fund in 2004. Established in 1998, the firm has invested in 13 companies with a total enterprise value of ¥700 billion.