Rakuten Inc. said Wednesday it has raised its stake in Tokyo Broadcasting System Inc. to 19.09 percent, only a tad short of the TV network’s 20 percent threshold for triggering a process that could lead to the activation of takeover defense measures.
The Internet shopping mall operator’s latest purchases fueled images of a nasty takeover battle, as they came despite repeated pleas by TBS not to buy a bigger stake while it was studying Rakuten’s merger proposal.
“We have made purchases of some additional shares in accordance with market rules,” Rakuten CEO Hiroshi Mikitani told a news conference in Tokyo. “Honestly, I don’t understand why we are not supposed to buy shares that are traded on the market.”
TBS, meanwhile, tried to keep calm, at least in appearance.
“We anticipated something like this,” TBS President Hiroshi Inoue told a regularly scheduled news conference.
Rakuten has been elusive about its intentions regarding additional acquisitions, saying it wants “both options on the table” of either buying more shares or not.
Asked about the possibility of further purchases, Rakuten officials on Wednesday repeated their refusal to comment, leaving much room for speculation.
The company sent a shock wave through the business world Oct. 13 when it announced it had become TBS’s biggest shareholder, with a 15.46 percent stake, and proposed integrating its management with that of the broadcaster under a joint holding firm.
With the acquisition of more shares, Rakuten is cranking up the pressure on TBS to come to the negotiating table.
“We need to gain approval from shareholders of both companies (for the merger),” Mikitani said at the news conference. “The size of the percentage we can secure is important. In that sense, it is better to have 19 percent than 15 percent.”
Already plunking down 88 billion yen to acquire the initial 15.46 percent stake — not a small amount for a company with revenue of 45.57 billion yen last year — Rakuten is obviously irritated with TBS’s refusal to start merger talks.
The broadcaster has said its in-house ad hoc team has been studying the suitor’s proposal, and it has sent Rakuten two rounds of written questions.
Rakuten officials have been demanding a face-to-face meeting, but TBS has insisted all exchanges be done in writing. A senior Rakuten official quipped it is “a relationship bridged by motorbike messengers.”
Much like Livedoor’s Takafumi Horie, who launched a takeover bid for the media group led by Fuji TV earlier this year, Mikitani has been saying he wants to fuse TV and the Internet.
At Wednesday’s new conference, he tried to address concerns raised since the merger proposal, but most of his comments repeated what he has already said.
“In Japan, the media industry will consolidate into conglomerates; otherwise it won’t be able to compete with overseas rivals,” he said.
Meanwhile, TBS’s takeover defense committee made up of outsiders met in the afternoon in what the broadcaster described as one of its biannual regular events.
The members were briefed on Rakuten’s proposal, according to the officials. But they were not asked for advice on antitakeover measures, because Rakuten’s stake has not yet topped 20 percent, a condition for such a process to begin.
Information from Kyodo added.
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