KKR Asian Fund IV, managed by KKR & Co. Inc., completed the acquisition of 60.09% stake in Hitachi Transport System, Ltd. (TSE : 9086) from a group of sellers.
November 28, 2022
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KKR Asian Fund IV, managed by KKR & Co. Inc. (NYSE:KKR), made a tender offer to acquire 60.09% stake in Hitachi Transport System, Ltd. (TSE : 9086) from a group of sellers for approximately ¥450 billion on April 28, 2022. The proposed tender offer price is ¥8,913 per share. KKR will conduct the tender offer targeting all of Hitachi Transport, excluding the shares held by Hitachi, Ltd., 39.91% shareholder of Hitachi Transport. In connection with the tender offer, KKR has entered into an agreement Hitachi, Ltd., under the terms of which, following a share consolidation after the tender offer, Hitachi Transport System will acquire Hitachi's 39.91% holding in a share buyback. Thereafter, Hitachi will reinvest by acquiring 10% of shares in Hitachi Transport System and KKR will hold 90% of shares in Hitachi Transport System. The tender offeror plans to finance the funds required for settlement of the tender offer through the equity contribution. The tender offeror plans to appoint (three or four) directors and (one or two) auditors of the Hitachi Transport from candidates nominated by KKR and to appoint one director from candidates nominated by Hitachi. Hitachi Transport will establish a special committee for the tender offer. The tender offer is expected to commence by late September 2022, subject to regulatory approvals in Japan and other jurisdictions, including approval of foreign and domestic competition authorities. As per the update on September 29, 2022, The tender offer is expected to commence by early November 2022. As of October 27, 2022, The tender offer will commence on October 28, 2022 and close on November 29, 2022. The tender offer is conditional upon acceptance of minimum 22,443,900 shares. Pursuant to the tender offer, if tender offeror fails to acquire all shares, it will proceed for compulsory acquisition. As of October 27, 2022, the board of Hitachi Transport System recommends the shareholders to accept the tender offer. UBS Securities acted as financial advisor and Nishimura & Asahi acted as legal advisor of Hitachi Transport. Noritaka Kumamoto, Ian Ho, Makiko Harunari, Étienne Renaudeau and Marcy Geller of Simpson Thacher & Bartlett LLP acted as legal advisor to KKR & Co. SMBC Nikko Securities Inc. and BofA Securities Japan Co., Ltd. acted as financial advisors to KKR. Mori Hamada & Matsumoto LPC acted as legal advisor to KKR.
KKR Asian Fund IV, managed by KKR & Co. Inc. (NYSE:KKR), completed the acquisition of 60.09% stake in Hitachi Transport System, Ltd. (TSE : 9086) from a group of sellers on November 29, 2022. KKR holds the shares of HTS through a cash tender offer-A share consolidation that became effective on February 28, 2023, and a buyback by HTS of the shares held by Hitachi on March 1, 2023. HTS will be renamed LOGISTEED, Ltd. (LOGISTEED) from April 1, 2023. Morgan Stanley acted as financial advisor to Hitachi in the transaction.
KKR & Co. Inc. is an investment company, which offers alternative asset management as well as capital markets and insurance solutions. The Company's asset management business offers a range of investment management services to fund investors around the world. It operates in two segments: Asset Management and Insurance. The Asset Management business offers a range of investment management services to investment funds, vehicles and accounts (including Global Atlantic) and provides capital markets services to portfolio companies and third parties. The Insurance business is operated by Global Atlantic, which is a United States retirement and life insurance company that provides a suite of protection, legacy and savings products and reinsurance solutions to clients across individual and institutional markets. It offers individuals fixed-rate annuities, fixed-indexed annuities and targeted life products through a network of banks, broker-dealers and independent marketing organizations.
KKR Asian Fund IV, managed by KKR & Co. Inc., completed the acquisition of 60.09% stake in Hitachi Transport System, Ltd. (TSE : 9086) from a group of sellers.