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Toshiba Opens Strategic Review, Giving $1.4 Billion to Investors

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(Bloomberg) -- Toshiba Corp. plans to return an additional 150 billion yen ($1.37 billion) to shareholders and establish a strategic review committee to examine options for the business, including proposals to take it private.

The move comes after weeks of takeover discussions sparked by private equity firm CVC Capital Partners’ $21 billion acquisition bid. The Japanese energy-to-electronics conglomerate has been pressured by 3D Investment Partners and other investors to conduct a full strategic review and explore any serious interest in the company in order to rebuild shareholder trust.

Toshiba, which deemed the CVC proposal insufficiently detailed to evaluate, said Friday it has appointed UBS as financial adviser and will consider potential offers, without committing to a transaction. It made the announcement while releasing its quarterly earnings.

Chief Executive Officer Satoshi Tsunakawa, who stepped into the role in April after former CVC dealmaker Nobuaki Kurumatani stepped down, said the firm will do its utmost to improve relationships with a wide range of shareholders and will consider any proposals that improve shareholder value, including going private.

“There’s big opportunity ahead of us focusing on infrastructure, energy and renewables -- as tackling global warming is a global trend,” the CEO said, declining to specify what he would consider a good proposal for taking Toshiba private.

Read more: Toshiba Investor 3D Calls for Strategic Review After CVC Bid

The company’s stock has seen large swings since the CVC bid, with the shares closing as high as 4,895 yen on April 15 before falling in recent weeks. It closed at 4,510 yen after Friday’s announcement.

It’s not clear whether other reported bidders will proceed with a formal offer. After CVC’s initial approach, private equity firm KKR & Co. and Canadian investment giant Brookfield Asset Management Inc. began exploring potential offers, Bloomberg News has reported. Bain Capital has entered into discussions with Japanese banks, including units of Mizuho Financial Group Inc. and Sumitomo Mitsui Financial Group Inc., to secure funding for a potential bid, Reuters has reported.

Separately, Toshiba is investigating a claim by the hacker group DarkSide that it breached the computer systems of affiliate Toshiba Tec Corp. The group is claiming to have stolen information on management, new businesses and personal information. General Executive Masaharu Kamo said no other Toshiba units were affected by the cyberattack.

Toshiba will provide specifics on how it intends to execute the shareholder return plan in June. It has not yet decided its dividend plan for the year ahead, but will maintain its basic policy and look to increase, it said.

(Updates with CEO comments from fourth paragraph)

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