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The proposed merger of Pentax and the Hoya Corporation has turned sour. The deal, announced on Dec. 21, 2006, would have resulted in a combined company, Hoya Pentax HD, with Pentax common stock shareholders being allotted 0.158 shares of Hoya common stock per Pentax share, 10.5 percent higher than the closing price at that time, according to Bloomberg News.
At an "extra-ordinary" meeting of its Board of Directors on April 10, Pentax declared:
1. With regard to the current discussion concerning the merger of PENTAX Corporation and HOYA Corporation, it has been resolved that the merger shall be abandoned at this point in time due to conditions within the company as well as conditions outside the company including shareholders.
2. However, it has been resolved to continue discussions on management integration in a broader sense with HOYA Corporation, based on the December 21, 2006 basic understanding between HOYA Corporation and PENTAX Corporation.
Furthermore, Pentax President and CEO Fumio Urano offered his resignation, but will retain his position on the board as a director. Takashi Watanuki, previously Director and Corporate Vice President/General Manager of the Component Business Division, is the new President and CEO. Furthermore, Katsuo Mori, formerly Executive Vice President/CFO, was also demoted to a director on the board.
News reports from Japan, such as an April 11, 2007 article in The Asahi Shibun, indicate that Pentax "intends to continue talks over integration, in the broad sense of the word."
Meanwhile, Hoya also issued a statement on April 10 [link to pdf] in reaction to the Pentax Statement earlier that same day, alluding to a takeover proposal discussion suggested by Hoya on April 7.
Reuters is reporting that Hoya will decide on a Tender Bid to take over Pentax by April 23.
Pentax's camera division turned a profit for the year ending March 31, 2007, according to The Japan Times. Pentax produces the Pentax K10D, K100D, and K110D DSLRs, along with a series of compact digital cameras, including the notable W series of waterproof compact cameras. Additionally, the Pentax K10D is marketed by Samsung as the Samsung GX-10.
Representatives of Pentax America Imaging Company declined to comment on the situation.
PopPhoto.com will continue to monitor this developing story and will provide updates as events unfold.
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