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National News

NBS issues Fuji TV options

Nippon Broadcasting System Inc. (NBS) said Feb. 23 it would issue Fuji Television Network Inc. fresh share options to counter a takeover bid from Livedoor Co.

The controversial move is designed to allow Fuji TV to make NBS a subsidiary and weaken the influence of Internet firm Livedoor on the radio broadcaster.

Nippon Broadcasting "will remain as part of the Fujisankei Communications Group," NBS President Akinobu Kamebuchi said. "If Livedoor becomes our parent, our corporate value will be gravely damaged."

The share-purchase warrants, worth ¥15.87 billion, will give Fuji TV the exclusive right to purchase 47.2 million new shares - a majority stake - by late June. The new shares amount to more than 1.4 times Nippon Broadcasting's existing shares.

The new shares will dilute Livedoor's stake in Nippon Broadcasting from a little over 40 percent to about 16 percent. Livedoor would need a one-third stake to veto important decisions at shareholders' meetings.

But legal experts said new share warrants are usually issued to improve a company's financial standing or expand its business, not to stop a takeover. The NBS move may be illegal under the Commercial Code. (The Japan Times)

Shukan ST: March 4, 2005

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National News NBS issues Fuji TV options Nippon Broadcasting System Inc. (NBS) said Feb. 23 it would issue Fuji Television Network Inc. fresh share options to counter a takeover bid from Livedoor Co. The controversial move is designed to allow Fuji TV to make NBS a subsidiary and weaken the influence of Internet firm Livedoor on the radio broadcaster. Nippon Broadcasting "will remain as part of the Fujisankei Communications Group," NBS President Akinobu Kamebuchi said. "If Livedoor becomes our parent, our corporate value will be gravely damaged." The share-purchase warrants, worth ¥15.87 billion, will give Fuji TV the exclusive right to purchase 47.2 million new shares - a majority stake - by late June. The new shares amount to more than 1.4 times Nippon Broadcasting's existing shares. The new shares will dilute Livedoor's stake in Nippon Broadcasting from a little over 40 percent to about 16 percent. Livedoor would need a one-third stake to veto important decisions at shareholders' meetings. But legal experts said new share warrants are usually issued to improve a company's financial standing or expand its business, not to stop a takeover. The NBS move may be illegal under the Commercial Code. (The Japan Times) Shukan ST: March 4, 2005 (C) All rights reserved