NTT : DOCOMO to Launch Public Tender Offer for Shares of Radishbo-ya(NTT DOCOMO)
January 30, 2012 at 02:03 am EST
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TOKYO, JAPAN, January 30, 2012 --- NTT DOCOMO, INC.
announced that the company will launch a tender offer to
acquire all shares of Radishbo-ya Co., Ltd, a Japanese
premium home-delivery service offering organic and
preservative-free foods.
DOCOMO's offer is to acquire all shares tendered during the
tender offer period from January 31 to March 12, 2012 on
the condition that it reaches the minimum number of
3,706,600 shares, or 51% of the company's total shares*1.
Today, DOCOMO entered into agreements with JAFCO Buyout
No.2 Investment Limited Partnership*2, the largest
shareholder of Radishbo-ya, and with JAFCO Buyout No.2
Investment Limited Partnership (Cayman) L.P.*3, a major
shareholder of Radishbo-ya, under which these shareholders
have agreed to tender all of the Radishbo-ya shares they
hold through the tender offer.
*1 51% of the combined total of all outstanding common
shares (6,939,317 shares) and common shares (328,500
shares) underlying the stock acquisition rights (3,285
rights)
*2 Holding 3,238,229 shares, or 44.56 %, of Radishbo-ya.
*3 Holding 134,926 shares, or 1.86 %, of Radishbo-ya.
Details of the Tender Offer
(1) Purpose
DOCOMO, a growing provider of integrated services
centered on mobility, regards food as a promising field
for new business development, because these products are
suited to mobile commerce. At the same time, DOCOMO
believes it can help expand Radishbo-ya's customer base
through access to DOCOMO's approx. 60 million
subscribers.
DOCOMO expects to increase customer satisfaction for both
companies by combining Radishbo-ya's products, long
regarded in Japan as a top brand with high standards of
quality, and DOCOMO's smartphones, tablets and mobile
services. DOCOMO will drive innovation by collaborating
with Radishbo-ya in areas including food safety,
solutions for graying society, and agricultural and
environmental issues.
DOCOMO, which is evolving into an integrated service
company centered on mobility, intends to accelerate its
deployment of related commercial businesses through the
acquisition.
(2) Target Company
Name: Radishbo-ya Co., Ltd.
Business: Membership-based home-delivery of organic
and low-pesticide vegetables and additive-free foods
Establishment: May 17, 1988
Head office: Urban Shibakoen, 3-1-13 Shibakoen,
Minato-ku, Tokyo, Japan
Representative: Daisuke Ogata
Stock listing: JASDAQ Standard
Total issued and outstanding shares: 6,939,317 (end
November 2011)
Relationship between Radishbo-ya and DOCOMO: No
capital- or employee-based relationship
Employees: 239 (as of February 28, 2011)
Financial results for the year ended February 28,
2011: Sales- 22,014 million yen, operating profit-
261 million yen, net profit- 82 million yen
(3) Tender Offer Period
January 31 to March 12, 2012
(4) Tender Offer Price
990 yen per issued and outstanding common share
31,300 yen per No.2 stock acquisitions right
31,300 yen per No.3 stock acquisitions right
14,000 yen per No.4 stock acquisitions right
14,000 yen per No.5 stock acquisitions right
14,000 yen per No.6 stock acquisitions right
(5) Total number of shares to be purchased
DOCOMO has set no limit on the maximum number of shares
to be purchased, but has set the minimum number of shares
to be purchased as 3,706,600 or 51% of Radishbo-ya' s
total shares. Therefore, if the number of tendered shares
will not exceed the minimum number, the share purchase
will not be executed.
(6) Effect
Upon completion of the tender offer, Radishbo-ya would
become a consolidated subsidiary of DOCOMO.
About NTT DOCOMONTT DOCOMO is a world-leading mobile operator
that is in transition into an Integrated Service Company
placing mobility at the core. The company serves over 59
million customers in Japan via advanced wireless networks,
including a nationwide 3G network and one of the world's
first commercial LTE networks. Leveraging its unique
capabilities as a mobile operator, DOCOMO is a leading
developer of cutting-edge technologies for NFC mobile
payments, mobile GPS, mobile TV, intuitive mobile assistance,
environmental monitoring, smart grids and much more.
Overseas, the company provides technical and operational
expertise to eight mobile operators and other partner
companies. NTT DOCOMO is listed on the Tokyo (9437), London
(NDCM) and New York (DCM) stock exchanges. Please visit www.nttdocomo.com for
more information.
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Nippon Telegraph and Telephone Corporation (NTT) is one of the Japanese largest telecommunications operators. Net sales break down by activity as follows:
- systems integration services (32.8%). In addition, the group offers cloud services, data hosting, managed services, etc.;
- networking and interconnection services (28.3%);
- mobile telephony services (9.1%): 84.8 million subscribers at the end of March 2022;
- fixed-line telecommunications services (7.5%): local and long-distance telephony services
- sale of telecommunications terminals (5.7%);
- other (16.6%): primarily distribution of films, music and e-books, financial services, real estate management and renewable energy production.
Japan accounts for 81.9% of net sales.