Firm Represents J.C. Flowers and Others Seeking to Acquire $1.85 Billion Stake in Shinsei Bank Through Tender Offer and Investment
11.21.07
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J.C. Flowers & Co. LLC (“JCF & Co.”) has announced on behalf of four investment vehicles whose investors include affiliates of JCF & Co. (collectively, the “Tender Offerors”) a tender offer for up to 358,455,953 common shares of Japan's Shinsei Bank, Limited for a total price of up to 152 billion yen ($1.4 billion). Simpson Thacher is representing JCF & Co. and the Tender Offerors. The Tender Offerors also entered into an agreement with Shinsei Bank under which the bank will issue 50 billion yen ($450 million) of new common shares to the Tender Offerors at the same price per share as the tender offer price following successful completion of the tender offer. As a result of these transactions, the Tender Offerors and affiliates of JCF & Co. would hold up to 32.6% of Shinsei Bank's common stock on a fully diluted basis.
J. Christopher Flowers has taken a leading role as an investor and advisor to Shinsei since its creation in 2000, and is currently a member of its Board of Directors.
The Simpson Thacher attorneys working on the deal are: Tom Bell, Barrie Covit, Nathan Ostrander, Peter Gilman (New York Corporate); Steve Todrys (Tax); and Alan Cannon, David Sneider, Magnolia Samadani and Andy Hecht (Tokyo).