Nippon Active Value - Trancom Tender Offer

Nippon Active Value Fund

17/09/2024 09:49

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RNS Number : 5087E  Nippon Active Value Fund PLC  17 September 2024

17 September 2024

LEI: 213800JOFEGZJYS21P75

 

 

Nippon Active Value Fund plc

Trancom Tender Offer

Portfolio company actions

 

 

Nippon Active Value Fund plc ("NAVF"), targeting attractive returns by active
engagement with undervalued Japanese equities, is delighted to today announce
that K.K. BCJ-86 (the "Offering Vehicle"), an entity which is indirectly owned
by BCPE Nexus Cayman L.P., a fund that receives investment advice from Bain
Capital Private Equity, LP has announced the launch of a tender offer to
acquire all of the shares in Trancom Co., Ltd. ("Trancom") excluding certain
shares held by the founder family of Trancom (the "Tender Offer"), and that
NAVF has agreed to tender its existing holding in Trancom in the Tender Offer
as part of the MBO transaction.

 

 

NAVF is pleased that following the de-listing of Trancom, NAVF and certain
co-investors in Trancom (Dalton Investments, Inc. and NAVF Select LLC, the
"Co-Investors") have agreed with the Offering Vehicle that NAVF and the
Co-Investors will reinvest an amount of their tender offer proceeds for,
indirectly, a total of 10 per cent. of the unlisted equity in a holding
company of the Offering Vehicle (the "Reinvestment"). The precise terms of the
Reinvestment are subject to good faith discussions between NAVF, the
Co-Investors and the holding company of the Offering Vehicle.

 

Furthermore, pursuant to the tender agreement Mr Shiro Hayashi will be
appointed as a director of the holding company of the Offering Vehicle. Shiro
Hayashi is a Partner of Dalton Investments, Inc ("Dalton") (an affiliate of
the Company's investment adviser, Rising Sun Management Limited), and CEO of
Dalton's Tokyo research office, Dalton Advisory KK.

 

As part of its investment mandate, NAVF is permitted to hold up to 10 per
cent. of NAV in unlisted investments.

Although it is NAVF's strategy to invest in Japanese public equities, through
its successful engagement with portfolio companies, and as a result of
corporate actions it is expected that a small proportion of the overall
portfolio may be invested in unlisted entities. NAVF believes that Trancom has
a bright future under its new ownership, a future which NAVF is pleased to
remain part of.

 

 

 

ENQUIRIES

 Shore Capital                              +44 20 7408 4090

 Gillian Martin (Corporate Advisory)

Fiona Conroy (Corporate Broking)
 Berenberg                                  +44 20 3207 7800

 James Felix/Dan Gee-Summons/Angus Murphy
 Peregrine Communications, PR               +44 20 3178 6868

 Bill McIntosh                              bill.mcintosh@peregrinecommunications.com

Alex Gorokhov                             (mailto:bill.mcintosh@peregrinecommunications.com)
                                            alex.gorokhov@peregrinecommunications.com
                                            (mailto:alex.gorokhov@peregrinecommunications.com)

 

 NOTES TO EDITORS

 About NAVF

Nippon Active Value Fund ("NAVF") is an Investment Trust listed on the Premium
Segment of the London Stock Exchange. The investment advisor of the Fund is
Rising Sun Management Limited. NAVF is targeting attractive levels of capital
growth for shareholders from the active management of a focused portfolio of
(predominantly) quoted Japanese equity investments. Rising Sun Management
Limited, with its local presence in Tokyo targets companies which are
attractive, undervalued and have a substantial proportion of their market
capitalisation held in cash and/or listed securities and/or realisable assets.

 

 

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