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To: GST who wrote (92184)	1/25/2000 5:03:00 PM
From: H James Morris	Read Replies (1) \| Respond to of 164684

Gst, I thought this might interest you. Considering I bought Canon (canny) yesterday. Btw My Kuala Lumpur investment's are doing fine, but have you noticed I have no investments in either Indonesia or Ecuador? >January 25, 2000 TOKYO -- In Japan's traditional, consensus-driven business world, companies used to change hands over pitchers of sake, and shareholders didn't expect much of a return on their investment. But look out: A hostile takeover attempt yesterday, billed as the country's first such all-domestic battle, signals changes in Japan's corporate culture. Tokyo-based corporate buyout fund MAC Corp. made a $133 million offer directly to shareholders of Shoei Corp., a struggling real estate developer with annual sales of $95 million. MAC's chief executive, Yoshiaki Murakami, Shoei's seventh-largest shareholder, said he launched the tender offer after Shoei resisted his demands to restructure its business and improve returns for shareholders. "I just can't understand why Shoei refuses to meet with me," he said. "I'm trying to make a case for shareholder value." Shoei spokesman Junichi Nakajima said the company will issue a statement this week, after a board of directors meeting. Shareholders have until Feb. 14 to consider the offer. MAC offered to pay 1,000 yen, or $9.53 at current exchange rates, each for Shoei's 14 million outstanding shares, a premium of almost 14 percent over their close Friday of 880 yen, or $8.39, a share. Shoei shareholders were holding onto their stocks yesterday after a flood of buy orders overwhelmed traders, said Mitsuhiro Sakakibara, an official at the Tokyo Stock Exchange. MAC shares are not listed on any exchange, he said. MAC officials and analysts said it was the first time they had heard of one Japanese company attempting a hostile takeover of another. Shareholder value has traditionally ranked low among the priorities of managers in Japan, where stock in most companies is owned by their banks and by other business partners that consider them tokens of their relationship rather than investments. MAC said Shoei needs streamlining. "How much money is spent for (your officers') rooms, secretaries, cars and chauffeurs? How big are their expense accounts?" Murakami asked Tanehiko Kamiura, his counterpart at Shoei, through a news release. "When we send our people to the board, we will do our best to drive up shareholder value" by cutting costs, Murakami said. Shoei has strong ownership ties with the Fuyo industrial group, centered around Fuji Bank Ltd. Shoei's largest shareholder is the office electronics manufacturer Canon Inc., which owns 11 percent of its stock. Analysts did not expect a string of Japanese hostile takeovers to follow MAC's move. "This is not going to become a trend overnight," said Garry Evans, strategist at HSBC Securities (Japan) Ltd. "But the fact that it's started is going to give encouragement to others." MAC's bid is the latest in a series of challenges to traditional notions of corporate ownership and responsibility here. Shareholders in the long-distance carrier International Digital Communications Inc., for example, agreed to sell to the British telecommunications giant Cable & Wireless PLC instead of to a Japanese rival after an intense bidding war last year. Japan's No. 2 automaker, Nissan Motor Co., sold a 37 percent stake to Renault SA of France, and work-force reductions -- once unheard-of in prosperous postwar Japan -- are picking up after the worst recession in 50 years. Further, several top banks have announced mergers with rivals, signaling the decline of the "keiretsu" business groups that built the postwar economy, and demonstrating a shift in emphasis toward profitability rather than group loyalty. MAC's Murakami, with a 2.8 percent stake in Shoei, used to be a bureaucrat at the powerful Ministry of International Trade and Industry. "This is very much a U.S.-style raider, a guy that thinks he can get more value out of the company than the current management," Evans said.