FT : Takeda dissident investors make last push to block Shire deal

Takeda dissident investors make last push to block Shire deal
Former chair and member of founding family of Japanese drugmaker opposes acquisition

A dissident group of shareholders is making a final push to block Takeda’s £46bn acquisition of Shire by bringing in the most influential member of the Japanese pharmaceutical group’s founding family to support its campaign.

Kunio Takeda, the group’s former chairman and the last member of the Takeda family to run the 237-year-old drugmaker, opposes the takeover of the Irish rare diseases specialist, according to two people close to Mr Takeda.

Mr Takeda, who is based in Singapore, declined a request for comment made via the Takeda Science Foundation, a charitable organisation that funds research, where he is chairman. 

Takeda has set December 5 as the date for an extraordinary general meeting to vote on the deal, which would require approval from two-thirds of shareholders to issue new shares to finance the acquisition.

The founding family members together own an estimated 10 per cent of Takeda.

The dissident investors are unlikely to be able to rally enough support from other investors to overturn the acquisition with just three weeks until the meeting.

But the activities of the members of the Takeda family have gathered investor attention in a country where founding family voices can hold an emotional sway over the votes of individual retail investors, who account for a quarter of Takeda’s shareholders.

Christophe Weber, chief executive of Takeda, has expressed confidence in winning the shareholder vote, saying the deal would accelerate the group’s transition into a global pharmaceuticals player.

Mr Takeda has not been involved in the group’s management since stepping down as chairman in 2009 after choosing the first president from outside of the Takeda family. He has not commented publicly on the Shire acquisition.

“But he never imagined that the company would pursue such a radical form of globalisation,” said one person close to Mr Takeda. “He has recently expressed his views that he is against this deal.”

Mr Weber, Takeda’s first non-Japanese chief executive, has spent hours meeting with members of the Takeda family to allay their concerns about the $48bn in net debt the company will shoulder after the deal closes. 

But he has also expressed frustration about the dissident campaign involving 130 Takeda shareholders and former employees, saying their position does not reflect the views of other shareholders.

The group, which holds just over 1 per cent of Takeda’s stock, believes it can win support from about 25 per cent of Takeda shareholders.

But analysts say the target is too optimistic, considering their lack of success in winning support from retail investors.

Some Japanese institutional investors, which account for 31 per cent of the group’s shareholders, have sympathised with their argument that the company has not disclosed enough information on Takeda’s financial prospects after the acquisition.

“In the current environment where scale does not necessarily lead to the success of a global pharmaceutical company, there needs to be more explanation on where Takeda is heading,” said one. “Longer term, will Takeda need to continue finding the second and third Shire?”

But people close to some of Japan’s biggest institutional investors added that many are expected to back the deal as they see few other immediate alternatives to strengthen Takeda’s thinning pipeline of drugs.

Kazu Takeda, a key member of the dissident group and also part of the founding family, admitted the outlook for overturning the deal was “very grim”.

“We will continue to gather support until the last day,” Mr Takeda said. “If Takeda does succeed in acquiring Shire, it will no longer be a Japanese company.”