TX1's tender offer for ProjectHoldings has succeeded. Holders tendered 5,179,837 shares against a minimum of 3,554,400, so TX1 will buy all of them at ¥2,200 per share. All of the tendered securities were ordinary shares, and the offer ran from September 29 to November 11. Earlier Tokyo Brief coverage
Control passes on November 18
Settlement starts on November 18. If it goes ahead, TX1 will hold 51,798 voting rights, or 90.98%, on a base of 56,935 voting rights that counts the shares behind outstanding share warrants. ProjectHoldings describes the change in its parent and major shareholders as expected on that date, and it filed an extraordinary report on the shift.
Who leaves the register
SBI Holdings, ProjectHoldings' largest shareholder with 28.65%, tendered all its shares. So did the company's CEO, who held 15.51%, and the DY Investment Limited Partnership No. 1 fund, which held 15.10%. All three stop being major shareholders on settlement.
The Blackstone chain
TX1 is wholly owned by a staffing holding company that supplies engineers. Above it sits another holding company, owned 84.04% by BXJE Holdings (CYM) L.P. and 15.96% by PE JE Holdings (CYM) L.P. BXJE Holdings Manager L.L.C. runs the first partnership, and Blackstone Management Associates Asia II L.P. and Blackstone Management Associates (CYM) IX L.P. each own 50% of it.
Delisting is still ahead
TX1 did not acquire every share and warrant. It plans procedures to make itself the sole shareholder, after which the shares are due to leave the Tokyo Stock Exchange Growth market under its delisting rules. ProjectHoldings says the steps and their timing will be announced once decided with TX1.