Toshiba Infrastructure Systems & Solutions Corporation made a tender offer to acquire remaining 45.6% in Nishishiba Electric Co., Ltd. (TSE:6591) from a group of shareholders for ¥4.3 billion on November 13, 2019. The offer is to acquire 17.8 million shares of Nishishiba Electric Co., Ltd. at ¥240 per share in cash. Toshiba Corporation Infrastructure Systems & Solutions Company currently holds 21.3 million shares. Post completion, Nishishiba Electric Co., Ltd. will operate as a wholly owned subsidiary and will be delisted from stock exchange.

The offer is subject to minimum acceptance of 4.8 million shares. The Board of Directors of Toshiba Corporation Infrastructure Systems & Solutions Company and Nishishiba Electric Co., Ltd. resolved the deal on November 13, 2019 and Nishishiba Electric Co., Ltd. Board recommended the offer to shareholders. Nishishiba Electric Co., Ltd. established a special committee for the transaction. The offer is open for acceptances for 30 days ending December 25, 2019. Nomura Securities Co., Ltd. acted as financial advisor and tender offer agent and Nagashima Ohno & Tsunematsu acted as legal advisor for Toshiba Infrastructure Systems & Solutions Corporation. SMBC Nikko Securities Inc. acted as financial advisor and Mori Hamada & Matsumoto LPC acted as legal advisor for Nishishiba Electric Co., Ltd. Plutus Consulting Co., Ltd. acted as financial advisor and Kitahama Partners acted as legal advisor for the special committee.

Toshiba Infrastructure Systems & Solutions Corporation completed the acquisition of Nishishiba Electric Co., Ltd. (TSE:6591) from a group of shareholders on December 25, 2019. As of December 25, 2019, a total of 14.96 million shares were tendered and Toshiba now owns 92.68% stake. Toshiba will acquire remaining shares at ¥240 per share. The sale request for the remaining stake is approved by Board of Nishishiba Electric.