Yamauchi-No.10 Family Office
Notice of highly transparent information disclosure plan in a serial format regarding the details of discussions with the current management of Toyo Construction and the new response policy
Yamauchi-No.10 Family Office (hereinafter referred to as “YFO”), as one of the three largest offshore construction companies, has contributed to various social issues such as the construction of high-quality social infrastructure and recovery from disasters. We sympathize with the mission of construction and have made investments. YFO believes that it can unlock the latent value of Toyo Construction and achieve further business growth. I have been sincere in explaining YFO’s proposal for maximizing corporate value and shareholder value. On the other hand, unfortunately, even after more than 270 days have passed since the YFO takeover proposal was submitted, the board of directors of Toyo Construction has not been able to substantively consider a competing offer, including the YFO takeover offer. As a director entrusted with management by a shareholder, the fact that the company has an unsound governance system that fails to fulfill the responsibilities expected of it is becoming apparent. Therefore, for the benefit of the company and its shareholders, YFO has clarified the full picture of the problem as a new response policy, and reorganized the board of directors, etc., to establish a governance system that can truly aim for the growth of Toyo Construction. I decided to aim to build a
Given this situation and history, YFO believes that there is an increasing need to provide accurate information to Toyo Construction’s shareholders and investors. Therefore, in accordance with the policies that have been communicated so far, YFO will clarify the idea of engaging in the investment business as YFO, the growth strategy that Toyo Construction should aim for, the truth of the discussions so far, and the governance problems of Toyo Construction that should be improved. At the same time, we will release detailed materials in order to inform everyone of our future policy for maximizing long-term corporate value and shareholder value.
In this series of materials, we will announce a wide range of important points, such as facts that have not been clarified so far and details of future policies. In order to make it easier for stakeholders such as shareholders, investors, and employees of Toyo Construction to understand, we will publish each part separately in a serialized format. Today, we are announcing the following content as the first series of materials.
Rebuild TOYO To rebuild the governance of Toyo Construction
-Released today March 1, 2023-
Serial material download URL:
https://prtimes.jp/a/?f=d71768-20230301-b046fcdc03f4cdaba8e3d894653b56f3.pdf ・To Toyo Construction shareholders and investors
・To Toyo Construction employees and stakeholders
・YFO Investment Philosophy
・YFO investment approach
・Thoughts on engagement investment in Japanese companies
・Policy for engagement investment in Japanese companies
“1. Background from acquisition proposal to Toyo Construction until now” Serial material download URL:
https://prtimes.jp/a/?f=d71768-20230301-d881b616b681aceda3e6cdd8129a1b81.pdf ・Purpose of investment in Toyo Construction by YFO
・Sincere engagement with Toyo Construction by YFO
・Outline of measures to improve corporate value – Unique management issues faced by Toyo Construction
・Outline of corporate value improvement measures – Measures to address management issues faced by Toyo Construction 1.
・Outline of measures to improve corporate value – Measures to address management issues faced by Toyo Construction 2.
・Outline of corporate value improvement measures -Measures for management issues faced by Toyo Construction 3.
・Outline of measures to improve corporate value – Trial calculation of quantitative impact on improving corporate value
・YFO acquisition proposal that contributes to maximizing shareholder value ・Propose a framework that respects the stakeholders of marine civil engineering projects
・YFO proposals that meet the interests of all stakeholders
-Scheduled to be released in a day or two-
“2. New response policy and its purpose”
-Scheduled to be released sequentially-
“3. Coming soon…”
“4. Coming soon…”
“5. Coming soon…”
In addition, in order for shareholders and investors to objectively confirm the claims of both parties, we will archive and publish the exchanges of letters between YFO and Toyo Construction. increase. that’s all
-Inquiries regarding this matter-
Public Relations Office
PR Agent: Box Global Japan Co., Ltd.
TEL: 03-6204-4337 Tanabe and Kuhara
Shareholder Contact: Innisfree M&A Incorporated
TEL (Shareholder contact (English)): +1-412-232-3651
TEL (financial institutions and institutional investors contact (English)): +44-7506-004-047, +1-212-750-5833
Details about this release:
Yamauchi-No.10 Family Office