April 28, 2021 - Hitachi Metals Co Ltd (TSE 5486) (“Hitachi Metals”) Board of Directors has today agreed to a Tender Offer for common stock by a Bain Capital Private Equity-led Consortium whereby three firms provide funding, investment advice and management to the tender offering company.
While the details of the Tender Offer are as announced by Hitachi Metals, Bain Capital will make every effort to undertake the tender offer. The tender offering company has also concluded a non-tender agreement with Hitachi Ltd.
The Consortium recognizes Hitachi Metals’ R&D leadership built up over many years, deep relationships with industry-leading customers and technological superiority in each of its businesses. In the future, Bain Capital hopes to support management in enhancing Hitachi Metals’ competitiveness, particularly in high-growth sectors such as vehicle electrification (xEV), and realize the strategy of “Only 1 and No. 1” market leadership.
Yuji Sugimoto, Managing Director of Bain Capital in Japan, said, “We will make full use of our extensive management support systems and investment track record, both in Japan and globally, to enhance Hitachi Metals’ future growth and improve corporate value. While valuing the culture and strengths that Hitachi Metals has cultivated so far, we will do our utmost to maximize the interests of all stakeholders. As soon as the necessary procedures are completed, we will start the Tender Offer immediately and look forward to working together with the Hitachi Metals team as soon as possible.”
About Bain Capital
Bain Capital Private Equity (www.baincapitalprivateequity.com) has partnered closely with management teams to provide the strategic resources that build great companies and help them thrive since its founding in 1984. Bain Capital Private Equity’s global team of approximately 550 professionals create value for its portfolio companies through its global platform and depth of expertise in key vertical industries including healthcare, consumer/retail, financial and business services, industrials, and technology, media and telecommunications. Bain Capital has offices in Boston, Chicago, New York, Palo Alto, San Francisco, Dublin, London, Luxembourg, Madrid, Munich, Guangzhou, Melbourne, Mumbai, Hong Kong, Seoul, Shanghai, Sydney and Tokyo. The firm has made primary or add-on investments in more than 1,000 companies since its inception. In addition to private equity, Bain Capital invests across asset classes including credit, real estate, public equity and venture capital, managing more than USD 120 billion in total and leveraging the firm’s shared platform to capture opportunities in strategic areas of focus.
The financial advisor of the Tender Offeror or the Target and their respective affiliates may, within their ordinary course of business, purchase, or conduct any act toward the purchase of, the shares of the common stock of the Target for their own account or for their customers’ accounts outside the Tender Offer prior to the commencement of, or during, the period of the Tender Offer in accordance with the requirements of Rule 14e-5(b) under the Securities Exchange Act of 1934 (as amended) to the extent permissible under the Financial Instruments and Exchange Act and other applicable laws and regulations in Japan. If any information concerning such purchase etc. is disclosed in Japan, the disclosure of such information will be made in the United States in a similar manner.