A rare hostile takeover bid in Japan signals change

TOKYO • It’s shaping up to be Japan’s first hostile corporate bid in nearly a decade, but could be a sign of things to come.

Descente Ltd, an Osaka-based maker of sports apparel, yesterday said it opposed a tender offer from its biggest investor, trading house Itochu Corp.

Descente asked its shareholders not to sell their shares to Itochu, which is attempting to gain greater control of the company and ultimately remove its management. The remarks from Descente are the latest in a saga that’s now shaping up to become a hostile situation between the two firms, who have had a business relationship for decades.

Itochu is seeking to raise its stake to 40%, which would give it significant control of Descente, and last week offered shareholders a 50% premium for the shares.

Outright opposition to a tender offer by an existing shareholder is rare in Japan, but it could become more common going forward. Japan has been pushing corporate governance reforms to be more attractive to foreign investors, and the latest vocal opposition from Itochu towards Descente’s management is a sign of that impact.

The last hostile takeover attempt in Japan occured in 2012, according to Bloomberg data. It was a failed bid from PGM Holdings for Accordia Golf Co.

A spokesman for Itochu declined to comment on Descente’s statement yesterday, saying it had nothing further to add to its Jan 31 announcement of the tender offer. — Bloomberg