Originally posted by NaClH2O I do not know what the Japanese corporate regulations are, but here in the states, if you have enough money, you can always opt for a "hostile takeover" From what I understand, Hoya definitely has enough cash on hand to do that.
NaCl(whether that is legal in Japan is a different story)H2O
It is legal in Japan. However a takeover is only hostile if initially rejected by the board of Pentax. The shareholders may then still agree to the takeover despite the boards feelings, and where many shareholders are companies and banks, this can happen.
However the shareholders still have to agree to the takeover.
In hostile takeovers, the price paid is usually higher (to sweeten the shareholders against the board) and the buyer cannot perform a full due dilligence of the other companys financial affairs and assets, so it is a lot riskier and seldom backed or approved by banks. For some shareholders this can be a godsend. However I think Hoya are well aware of Pentax's situation.
Although Sparx Asset Management are a large shareholder in Pentax, and have publicly stated their belief that Pentax should withdraw from the camera busienss, they are not the only shareholder nor are they the largest. Other shareholders may have decided that the camera business is worth fighting for, but I suspect the real issue is the price. They will certainly reject any offer if they think someone else would offer more for the whole company or for the split (eg Hoya buy Medical and Samsung buy Camera).
At the end of the day, Pentax Camera division is worth a great deal to the right investor, but Hoya dont like high risk businesses and would almost certainly have sold it on to finance their buyout.
I just hope that in all this mess Pentax continues to be a brand name on the front of some great cameras for many years to come, but since the sad demise of Minolta who knows?