Nidec Corp. completed the acquisition of the remaining 24.73% stake in Nidec Sankyo Corporation from The Hachijuni Bank, Ltd., Mizuho Trust & Banking Co., Ltd., Shigenobu Nagamori, Nidec Copal Corporation, Nidec Tosok Corporation, The Master Trust Bank of Japan Ltd., Nagano Keiki Co., Ltd., Rokuichi Yamada, and other shareholders.
September 25, 2012
Share
Nidec Corp. (TSE:6594) signed a share exchange agreement to acquire the remaining 24.73% stake in Nidec Sankyo Corporation (TSE:7757) from The Hachijuni Bank, Ltd. (TSE:8359), Mizuho Trust & Banking Co., Ltd., Shigenobu Nagamori, Nidec Copal Corporation (TSE:7756), Nidec Tosok Corporation (TSE:7728), The Master Trust Bank of Japan Ltd., Nagano Keiki Co., Ltd. (TSE:7715), Rokuichi Yamada, and other shareholders for ¥23.7 billion in stock on April 24, 2012. Under the terms of the agreement, Nidec Sankyo's shareholders will be issued 0.068 shares in Nidec Corp. for each Nidec Sankyo share. If any Nidec Sankyo shareholder receives a fraction of one Nidec Corp.'s share in the share exchange, Nidec Corp. intends to pay to such shareholder an amount in cash in proportion to the fraction of a Nidec Corp's share. Post completion, Nidec Sankyo will become wholly owned subsidiary of Nidec Corp.
The transaction was approved by the Board of Directors of Nidec Corp. and Nidec Sankyo on April 24, 2012. The approval from shareholders of Nidec Corp. is not required. The transaction is subject to approval by Nidec Sankyo's shareholders at an ordinary general meeting scheduled to be held on June 18, 2012. Nidec Sankyo is expected to be delisted on September 26, 2012. The transaction is expected to complete on October 1, 2012. The transaction is not expected to have any material impact on the consolidated and non-consolidated financial performance for the current fiscal year. Oh-Ebashi LPC & Partners acted as the legal advisor to Nidec Corp. and Nagashima Ohno & Tsunematsu acted as the legal advisor to Nidec Sankyo. Deloitte Tohmatsu Financial Advisory LLC acted as a fainess opinion provider for Nidec Sankyo.
Nidec Corp. (TSE:6594) completed the acquisition of the remaining 24.73% stake in Nidec Sankyo Corporation (TSE:7757) from The Hachijuni Bank, Ltd. (TSE:8359), Mizuho Trust & Banking Co., Ltd., Shigenobu Nagamori, Nidec Copal Corporation (TSE:7756), Nidec Tosok Corporation (TSE:7728), The Master Trust Bank of Japan Ltd., Nagano Keiki Co., Ltd. (TSE:7715), Rokuichi Yamada, and other shareholders on September 26, 2012. Nidec Corp. used treasury shares which are 2.19% of its outstanding shares for the share exchange.
The Hachijuni Bank, Ltd. (the Bank) is a regional bank which operates in two business segments. The Banking segment provides deposit, loan, domestic exchange, foreign exchange and trust services. This segment is also engaged in the credit guarantee, debt management and collection, as well as fund transaction. The Leasing segment is engaged in the provision of leasing services. The Bank is also engaged in the purchase and sale of securities, as well as the investment business.
Nidec Corp. completed the acquisition of the remaining 24.73% stake in Nidec Sankyo Corporation from The Hachijuni Bank, Ltd., Mizuho Trust & Banking Co., Ltd., Shigenobu Nagamori, Nidec Copal Corporation, Nidec Tosok Corporation, The Master Trust Bank of Japan Ltd., Nagano Keiki Co., Ltd., Rokuichi Yamada, and other shareholders.
THE HACHIJUNI BANK, LTD. 
