A Singapore-based money manager came out against SoftBank Group Corp. and Naver Corp.’s tender offer for the messaging app Line Corp., joining the chorus of investors arguing that the price undervalues the company.
The criticism of the deal is the latest example of minority shareholders questioning the price of transactions in Japan where a parent buys out the rest of the shares in a listed subsidiary.
SoftBank and Naver should offer at least 7,000 yen ($90.24) a share, Metrica Partners Pte. said. The 5,380 yen proposed by the buyers in the tender offer that runs through Sept. 15 is “very low,” the investor said.
“You just have multiple strikes against this deal from a fairness perspective,” Damian Edwards, co-founder of Metrica, said in an interview. “That’s really why so many people are unhappy with it.”
SoftBank and South Korea’s Naver plan to take Line private and then fold Line and SoftBank’s Yahoo Japan internet business into a new joint venture. But the deal has faced opposition from overseas hedge funds that said the tender offer price is too low.
In a statement last week, Metrica said it won’t tender its shares in Line and urged other shareholders to consider following suit.
Edwards said many foreign stock owners, including “very large funds,” have contacted Metrica and expressed agreement with its view. He didn’t identify them.
Appraisal Rights
Metrica is willing to exercise its appraisal rights if SoftBank and Naver squeeze out minority shareholders at the current price, Edwards said. Minority stock owners who don’t tender their shares can ask the courts to make a judgment on the fair price of an acquisition.
A spokesman for Line declined to comment on the transaction given that it’s ongoing. Naver referred a request to comment to Line. SoftBank Corp., the SoftBank unit involved in the tender offer, declined to comment.
Metrica has just under $50 million in assets under management, according to Edwards. He declined to disclose the size of its stake in Line.
