Unison to Propose Tender Offer for Aderans

Tokyo, April 16 (Jiji Press)--Japanese private-equity firm Unison Capital Inc. plans to propose a tender offer for struggling wig maker Aderans Holdings Co. <8170> with the aim of acquiring an equity stake of at least 33.4 pct, informed sources said Thursday.

Unison and Aderans are expected to hold a joint press conference to
announce the plan as early as Thursday afternoon, the sources said. If the
acquisition is realized, it would give Unison rights to veto important items
at Aderans shareholders' meetings.
The plan comes at a time when U.S. investment fund Steel Partners
Japan Strategic Fund (Offshore) LP, which is Aderans' top shareholder, is
urging the Japanese firm to revamp its management ahead of its general
shareholders' meeting on May 28.
Since Unison is considering buying Aderans shares from Steel, which
has hostile relations with Aderans, whether the U.S. fund will honor such a
request will be one key focus of Unison's takeover bid, according to
observers.
Aderans is set to decide to accept Unison's takeover bid as well as
to name new executives at a board meeting Thursday. It plans to include
President Kiyoshi Hayakawa and two other officials from inside the firm as
well as three officials from Unison in the new management and appoint as an
outside board member Genichi Tamatsuka, former president of Fast Retailing
Co. <9983>, the sources said.
The company will aim to obtain shareholders' approval of the
appointments at the May meeting, the sources said.
Pending approval at the shareholders' meeting, Unison plans to
launch the tender offer as early as in June. It is expected to offer a
purchase price of 1,000 yen per share, or a 30 pct premium over the average
price of Aderans shares in the past three months. The acquisition will cost
over 14 billion yen.
Aderans shares are due to remain listed.
Aderans shot up by its daily limit of 100 yen to 1,045 yen on the
Tokyo Stock Exchange's first section Thursday morning.