It has not yet been determined if the sky is falling or not. Further study
is needed to determine if there is really a sky. If there is a sky, it may
actually be stationary and items below it are moving up relative to the sky.
Maybe the sky has already fallen aand we are living in it, unawares of our
placement in relation to it. :-)
I agree that they appear to have been afraid of getting axed had the merger
taken place.
Tom C. - more below...
TOKYO (Nikkei)--The going appears to be tough in the merger negotiations
between Hoya Corp. (7741) and Pentax Corp. (7750). The current deadlock
began
when Pentax shareholders demanded a review of the proposed stock-swap ratio,
but on a deeper level "it's all about digital cameras," said a Pentax
executive.
Hoya CEO Hiroshi Suzuki will convene an extraordinary board meeting on
Tuesday to change its plan for Pentax from a merger to a takeover bid.
Pentax, meanwhile, will likely oppose Hoya's new proposal because most
of
its directors, including Senior Executive Officer Takashi Watanuki, who will
take the reins from outgoing President Fumio Urano, are against both a
merger
and tender offer.
The negotiations were going smoothly until Suzuki said at Hoya's Jan.
22
briefing on its financial settlement that "selling off (Pentax shares) will
be
an option if they don't bring enough return on investment in general terms."
Hoya enjoys a high ratio of consolidated operating profit, nearly 30%,
"which cannot be attained with digital cameras. We may not be able to
afford
to continue the operations," said a Pentax director.
At the April 4 board meeting, a majority of Pentax directors opposed
the
merger with Hoya because the proposal "poses the risk of a 'no' vote by
shareholders" due to concern about the stock-exchange ratio, said one. Said
another director, "I'm against the merger, as that represents the opinion of
the employees."
Pentax began merger negotiations with Hoya in early 2006, under
pressure
from a need to review its digital-camera operations.
At the time, "There was a trusting relationship" between Suzuki and
Watanuki, said an insider. But negotiations broke down in June, due mainly
to
a disagreement over the number of directors Pentax wanted to send to the
merged
firm. Urano resumed negotiations with Suzuki and without Watanuki in the
summer, but "didn't get to specifics," said the insider.
Under pressure from an investment fund "to sell off the poorly
performing
digital-camera operations and concentrate on medical equipment and devices,"
Urano, who wanted to keep digital-camera operations, conceded to Hoya's
proposal that it send in three directors against Pentax's two, a plan that
was
announced on Dec. 21.
Rapid technological innovation gives digital cameras a short product
cycle, making it difficult to generate stable income over the long term.
That
led Konica Minolta Holdings Inc. (4902) to withdraw from the business last
spring.
After two consecutive years of losses in imaging systems, mainly
consisting of digital cameras, Pentax drastically cut costs and introduced
three new digital single-lens-reflex models last year. It revised its
fiscal
2006 shipment plan upward twice, to top 300,000 units, 2.5 times its volume
for
fiscal 2005. The selloff proposal by the fund and the Hoya remark implying
a
lack of commitment came as unwelcome surprises.
Pentax developed the first made-in-Japan 35mm SLR camera in 1952, and
has
a special attachment to camera operations even though medical equipment
brings
it more profit. The founding Matsumoto family, including former president
Tohru Matsumoto, who led the firm for 22 years, still owns 7-8% of the
company.
They will likely vote against a merger or tender offer.
While it has reduced investment in compact models to pursue quality
over
quantity, the future remains as uncertain for Pentax as the longer-term
growth
prospects of the digital SLR market.
-- Translated from an article written by Nikkei staff writers Shimao Ojima
and
Soichi Inai.
(The Nikkei Business Daily Tuesday edition)
-0- Apr/10/2007 2:18 GMT
>From: Paul Stenquist <[EMAIL PROTECTED]>
>Reply-To: Pentax-Discuss Mail List <pdml@pdml.net>
>To: Pentax-Discuss Mail List <pdml@pdml.net>
>Subject: Re: Pentax Calls Off Hoya Share-Swap Merger Plan
>Date: Tue, 10 Apr 2007 12:25:02 -0400
>
>Or more correctly, they thought the sky might fall if they went ahead
>with the acquisition plan.
>Paul
>On Apr 10, 2007, at 11:34 AM, Digital Image Studio wrote:
>
> > On 11/04/07, Amita Guha <[EMAIL PROTECTED]> wrote:
> >> What now?
> >> http://tinyurl.com/285gj2
> >
> > Apparently the sky is falling (well a goodly percentage of Pentax
> > directors thought so anyway)!
> >
> > --
> > Rob Studdert
> > HURSTVILLE AUSTRALIA
> > Tel +61-2-9554-4110
> > UTC(GMT) +10 Hours
> > [EMAIL PROTECTED]
> > http://home.swiftdsl.com.au/~distudio//publications/
> > Pentax user since 1986, PDMLer since 1998
> >
> > --
> > PDML Pentax-Discuss Mail List
> > PDML@pdml.net
> > http://pdml.net/mailman/listinfo/pdml_pdml.net
>
>
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