Pentax to accept merger with Hoya
THE ASAHI SHIMBUN
After a number of twists and turns, camera maker Pentax Corp. expressed its intention Wednesday to accept Hoya Corp.'s proposal to merge through a public tender offer, sources said.
Pentax President Takashi Watanuki told Hiroshi Suzuki, chief executive officer of the maker of optical lenses and glasses, that Pentax would accept Hoya's takeover bid if some conditions are met.
One condition is that some current Pentax board members will remain at their posts. The camera maker also asked that Hoya ensure the independence of Pentax's management after the merger.
The Pentax side also called for the continuation of its three core operations--optical components, medical equipment and digital cameras.
Hoya will discuss the proposed conditions and reach a decision next week at the earliest after Pentax makes the requests official.
During the meeting Wednesday, Hoya's Suzuki asked Watanuki of Pentax if the proposed conditions were based on a unanimous consensus of the board.
Watanuki replied that he would obtain collective approval, sources said.
The Pentax side did not refer to the fate of former President Fumio Urano, who had clashed with management and angered shareholders over an earlier agreement he brokered with Hoya, and another former executive, the sources said. The two were demoted, but they remain on Pentax's board of directors.
Pentax later rejected that equity-swap agreement.
Sparx Group Co., an investment fund and the top shareholder of Pentax, had planned to propose that Urano retain his post on the board at a shareholders meeting in June.
Hoya may accept Pentax's proposals because it wants to avoid a hostile takeover bid.
If the two sides reach an agreement, Hoya will launch a public tender offer in June or later to acquire more than two-thirds of Pentax shares. Hoya said it will pay 770 yen per Pentax share in the public tender offer.
Pentax, once a giant in the camera industry, now holds less than 5 percent of the global digital camera market.(IHT/Asahi: May 17,2007)