The Carlyle Group, a global investment firm, has launched a tender offer to acquire Seiko PMC, a Tokyo-listed paper and ink chemicals manufacturer. The tender offer values Seiko PMC at approximately JPY 32.4bn (USD 221m) and offers a high premium of 89%. The private equity firm has already agreed to acquire 16.5m shares, which represents a 54.5% stake, from DIC Corporation, Seiko PMC’s parent company, for JPY 1,070 apiece.

Seiko PMC’s strong market position and expertise in the paper and ink chemicals industry make it an attractive acquisition target for Carlyle Group. The tender offer also presents an opportunity for Seiko PMC shareholders to realize a significant premium on their investment.

The minimum ownership ratio that Carlyle Group needs to achieve is 12.16%, which requires a 26.7% acceptance rate. This move by Carlyle Group is a strategic one, as it seeks to expand its presence in the Japanese market.

The private equity firm has already agreed to acquire a 54.5% stake in Seiko PMC from DIC Corporation, Seiko PMC’s parent company, for JPY 1,070 apiece, which values the transaction at approximately JPY 32.4bn (USD 221m) [AVCJ]. The tender offer is for the remaining shares of Seiko PMC, and it is expected to close on October 16, 2023.

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The terms and conditions of the tender offer are as follows:

  • Carlyle Group will pay JPY 1,200 per share, which represents an 89% premium over the closing price on September 1, 2023 [Smartkarma].
  • The aggregate purchase price for all the shares is expected to be JPY 13.2bn yen.
  • Shareholders who tender their shares by September 20, 2023, will receive an early participation payment of JPY 50 per share.
  • The offer is subject to the terms and conditions set forth in the Offer to Purchase and the related Letter of Transmittal.
  • The offer is set to expire at midnight, Tokyo time, on October 16, 2023.
  • J.P. Morgan Securities LLC is acting as the dealer manager for the tender offer, and Georgeson LLC is acting as the information agent and depositary.

DIC Corporation’s decision to sell its stake in Seiko PMC to Carlyle Group is expected to provide Seiko PMC with the necessary capital and resources to expand its operations and pursue its long-term vision. The transaction is also expected to benefit DIC Corporation, as it will allow the company to focus on its core businesses in the printing ink and other industries Smartkarma.

Source: RAINMAKRR

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