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
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.