TOKYO -- Nippon Steel & Sumitomo Metal and Nisshin Steel are transferring trade rights for certain operations to competitors, it was learned Monday, aiming to smooth the way for the former's acquisition of the latter.
Antitrust watchdogs abroad have already cleared the takeover. Nippon Steel hopes to conduct a tender offer for Nisshin this coming February and turn the company into a subsidiary. Japan's Fair Trade Commission is expected to grant provisional approval before the end of the month.
After announcing its bid for Nisshin this past February, Nippon Steel applied to the FTC for antitrust review. The commission determined that the two companies control too much market share in stainless steel sheet and in other sheet products coated with alloys combining zinc, aluminum and magnesium. It asked the duo to resolve the issues before moving forward with the deal.
Stainless steel sheet has applications in many areas, including building materials, autoparts and kitchens. Nippon Steel & Sumikin Stainless Steel is the top producer in Japan, followed by Nisshin. Their total market share exceeds 50%. To comply with rules on fair competition, business rights for a portion of these operations will go to rival manufacturers or trading houses.
Steel sheet coated with highly corrosion-resistant zinc-aluminum-magnesium alloy is used in construction materials and household equipment. The two companies virtually control the entire domestic market. Nisshin sells the product under the ZAM brand, while Nippon Steel offers the SuperDyma catalog.
Nippon Steel and Nisshin have agreed to transfer commercial rights for the ZAM brand, with Kobe Steel seen as the potential new holder. Nippon Steel plans to maintain SuperDyma, positioned as a global brand, as an earnings source and safeguard the proprietary anti-corrosion technology.
Before merging with Sumitomo Metal, the old Nippon Steel tried to consolidate stainless steel operations with those of Nisshin back in 2009. The plans were abandoned at the end of 2010 over resistance from the FTC.
Nippon Steel seeks to lift its 8.3% equity stake in Nisshin to 51%. Simple arithmetic shows the bid likely costing some 76 billion yen ($651 million). Nisshin would remain listed, and the duo would reorganize and cut costs to compete in an international business environment that has grown less forgiving.