The transaction, which involves the exchange of common shares of Toyota for all of the outstanding common shares of Daihatsu not already held by Toyota, requires registration with the US Securities and Exchange Commission on Form F-4.
Toyota is a global leading manufacturer of automobiles whose shares of common stock in the form of American Depositary Receipts are listed on the New York Stock Exchange. Daihatsu is one of Japan’s leading manufacturers of mini-vehicles and low-priced subcompact vehicles, manufacturing mini-vehicles, passenger vehicles, commercial vehicles and auto parts. Through the share exchange, Toyota aims to promote Daihatsu to a more active and substantial role in the development and manufacturing of light and compact vehicles within the Toyota group.
The Shearman & Sterling team is led by partner Masahisa Ikeda (Tokyo-Capital Markets) and includes partner Larry Crouch (Menlo Park-Tax), counsel Toshiro Mochizuki (Tokyo-Capital Markets) and associates Joe M. Sasanuma (Tokyo-Capital Markets), Chiharu Yuki (Tokyo-Mergers & Acquisitions) and Kyle Phillips (Menlo Park-Tax).