Japanese property company NTT Urban Development Corp. said its board supports the tender offer launched by a unit of its parent, Nippon Telegraph & Telephone Corp., or NTT, to buy NTT Urban's common shares for ¥180.83 billion and recommended its shareholders to tender their shares under the offer.
The offer involves a total of 107,638,423 shares at a price of ¥1,680 apiece.
The offerer, NTT-SH Corp., intends to delist NTT Urban shares from the Tokyo Stock Exchange and make it a wholly owned subsidiary.
NTT-SH said it does not own any shares in the target, as of Oct. 15.
The offerer has not set a minimum or maximum number of share certificates to be purchased under the offer and will purchase all certificates tendered in the offer. If NTT-SH is not able to acquire all the target's shares through the offer, it intends to implement "squeeze-out procedures" to make it the sole shareholder of NTT Urban.
The initial period of the tender offer will run from Oct. 16 to Nov. 27, and settlement is expected to commence Dec. 4.
NTT intends to make a contribution in kind to NTT-SH of its shareholding in NTT Urban as consideration for the shares to be issued by NTT-SH following settlement of the tender offer and before completion of the squeeze-out procedures. Details of the contribution have not yet been finalized, according to a separate release from NTT Urban.
Nomura Securities is acting as NTT Urban's financial adviser and third-party valuation agent, while TMI Associates is its legal adviser.
As of Oct. 12, US$1 was equivalent to ¥112.10.