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 user 2010-02-15 at 9:48:18 am Views: 54
  • #23812


     AMSTERDAM –Oce NV’s  chief executive
    Friday urged shareholders to accept Canon Inc.’s  takeover offer,
    saying it is “fair and reasonable.”Japanese technology company Canon
    offered EUR8.60 a share for the Dutch printer manufacturer in November,
    in a deal which values Oce at EUR703 million. Canon currently holds a
    stake of around 28% in Oce.Some Oce shareholders including Hermes Asset
    Management, which has a 3.3% stake; Orbis AG (OBS.XE), which holds
    around 10% and Sparinvest, which has a stake of around 5% have opposed
    the offer, saying it substantially undervalues the Dutch
    company.Speaking at a shareholders’ meeting, Van Iperen said there is
    “no alternative” to Canon’s offer, and urged shareholders to approve
    it.Canon will declare its offer unconditional if more than 85% of the
    shares are tendered.

    Oce shareholders have until March 1 to offer
    their shares.
    At the meeting, shareholders approved four new
    supervisory board members, of whom three are Canon executives. The
    changes to the supervisory board will only come into effect when the
    Canon offer becomes unconditional.

    Canon Says It Will Stick to Oce
    Offer, Defying Funds

    Feb. 2010 — Canon Inc. said
    it will stick to its $1 billion offer to buy Dutch printer maker Oce NV,
    rejecting calls by shareholders including Hermes Fund Managers Ltd. and
    Orbis Funds to raise the bid.The offer of 8.60 euros ($11.83) a share
    for Oce “is reasonable,” Masaki Nakaoka, chief executive of Canon’s
    office- imaging products operations, said in an interview in Tokyo
    yesterday.Canon said two weeks ago it may settle for less than the 85
    percent stake originally sought, limiting the ability of Hermes and
    Orbis to force a higher price. The 70 percent premium Canon’s offering
    may be sufficient to attract a majority of Oce shareholders who’ll
    discuss it at a meeting on Feb. 12.“The fact that Canon repeats it will
    stick to its offer and can lower the acceptance threshold increases the
    chance that investors will feel obliged to offer their shares,” said
    Maarten Altena, an Amsterdam-based analyst at SNS Securities, who has a
    “hold” recommendation on Oce.“The questions on governance raised by
    Hermes are relevant, and I haven’t seen them answered yet. This will be a
    topic of discussion on Feb. 12.”

    Canon, the world’s largest
    maker of office equipment, first publicly disclosed it may waive its
    minimum target to buy 85 percent of Oce shares on Jan. 28, two months
    after the Japanese company announced its acquisition plans.Venlo,
    Netherlands-based Oce, Canon’s third acquisition target in the past
    three months, fell 0.1 percent to 8.679 euros at 10:51 a.m. in Amsterdam
    trading. Canon’s offer on Nov. 16 was 70 percent higher than the
    stock’s previous closing price.

    Hermes, Orbis
    Hermes, the
    asset manager owned by BT Group Plc’s pension fund, has said since
    January it doesn’t plan to sell its 3.3 percent holding to Canon because
    the Japanese company’s bid is a “meager representation” of Oce’s value.
    Hermes joined Orbis Funds, owner of about 10 percent of Oce, in
    opposing the bid.The company said this week it will make Canon Finetech
    Inc. a wholly owned subsidiary for 23.9 billion yen ($266 million) in
    May. The company also offered to buy Optopol SA, a Polish maker of
    diagnostic equipment for eye doctors, for 248 million zloty ($84
    million) in December.Canon may seek more acquisitions to boost sales in
    Europe and the U.S., Nakaoka said. “Information technology is an area
    that we can’t operate by ourselves,” he said. Increased competition and
    economic downturns are part of the reason for Canon to speed up
    acquisitions, he said.

    Minority Shareholders
    Holding A/S, won’t sell its stake of about 5 percent, Dutch newspaper
    Het Financieele Dagblad said last month, without saying where it got the
    information. Dutch investor group VEB, which represented 211
    shareholders with about 0.003 percent of Oce at its last shareholders’
    meeting, has also said it considers the bid too low.The company aims to
    take advantage of its financial strength to speed up management
    decisions and win a bigger share of the office-equipment market, Canon
    said Feb. 8.Canon rose 0.7 percent to close at 3,540 yen in Tokyo
    trading today. The stock has lost 9.5 percent this year compared with a
    5.5 percent decline by the Nikkei 225 Stock Average.

    As revenue
    growth in the U.S., Europe and Japan will probably remain small in
    coming years, businesses in China, India and Vietnam will likely drive
    the company’s growth in printer operations, Nakaoka said.Sales in Asia
    may account for 30 percent of Canon’s overall revenue within three
    years, he said. That’s as much as Canon’s business in Europe last year,
    which generated 31 percent of revenue, the largest proportion.

    company is projecting its biggest annual profit increase in a decade
    this year as the global economic recovery revives demand for printers
    and copiers. Sales at the office- equipment division, the company’s
    biggest with 51 percent of its 2009 revenue, are projected to rise 7
    percent to 1.76 trillion yen in 2010, Canon said Jan. 27.