Singapore-based investment fund 3D Investment Partners filed a petition with the Tokyo District Court on the 13th for a provisional injunction to block pharmaceutical wholesaler Toho Holdings from activating its takeover defense. 3D is the largest shareholder with about 24 percent of Toho Holdings shares on a voting rights basis and has indicated plans to raise its stake to 27 percent. Toho Holdings introduced a takeover defense that could dilute 3D's stake through a gratis allotment of share subscription rights if 3D made additional purchases, and the proposal needed to activate the defense was approved with 54.7 percent support at the June shareholders' meeting. In a statement, 3D said its holding would not reach the level the company claims would give it an effective veto, and it also denies any intention to acquire control, arguing that no contest for management control exists as a precondition for activating the defense. 3D said the defense is strongly suspected of being a self-protection measure by management aimed at curbing the influence of shareholders seeking governance improvements.
TOHO HOLDINGS CO., LTD.Toho Holdings faces a legal challenge to its takeover defense, potentially blocking a measure that protects management.
3D Investment Partners seeks an injunction to block Toho's takeover defense, which would allow it to increase its stake without dilution.
