GAM Holding AG has publicly opposed Samvardhana Motherson International’s (SMIL) plan to acquire an 81 % stake in Yutaka Giken Co., Ltd., a Honda‑owned auto‑parts manufacturer that supplies exhaust, drivetrain, braking and thermal‑management components. The opposition was announced on December 29 2025 and centers on a valuation gap: SMIL’s tender offer of 3,024 yen per share values Yutaka Giken at roughly 45 billion yen (about $300 million), while GAM’s CEO Albert Saporta argues a fair price would need to be 50 %–70 % higher.
GAM has held Yutaka Giken shares since before SMIL’s August 2025 announcement and estimates its stake at roughly 5 % of the company’s shares. Saporta’s letter to Yutaka’s president calls for the board to either walk away from the transaction or negotiate a substantially higher price, citing that the current offer disproportionately benefits the buyer and undermines minority‑shareholder interests. The letter also references Japan’s evolving corporate‑governance standards, suggesting that the deal could set a precedent for undervaluation in cross‑border acquisitions.
Honda Motor Co. has not yet issued an official statement on the dispute, but the company’s 19 % stake in Yutaka Giken will be diluted to 3 % if SMIL’s bid closes. Honda’s strategic rationale for divesting a minority stake appears to be a focus on core competencies and a desire to monetize non‑core assets, a pattern that mirrors its 2023 sale of an 81 % stake in Yachiyo Industry to SMIL for about $120 million. The Yutaka deal would give SMIL access to Honda’s advanced component technologies and a foothold in the Japanese market, potentially creating synergies in high‑performance exhaust and thermal‑management systems.
Regulatory approvals are required in Japan, the United States, China, Brazil and Mexico. While no formal objections have been raised, the breadth of jurisdictions adds complexity and could delay the transaction. GAM’s stance may influence other minority shareholders and could prompt a review of the offer’s fairness, potentially leading to a renegotiation or a bidding war if other parties enter the fray.
The dispute underscores the growing importance of cross‑border supply‑chain consolidation in the automotive sector. If SMIL succeeds, it would become a major supplier to Honda’s global vehicle lineup, while GAM’s opposition highlights the role of activist investors in safeguarding minority interests and ensuring fair valuation in high‑stakes M&A. The outcome will shape Honda’s supply‑chain strategy and could set a precedent for future Japanese‑based acquisitions by foreign auto‑parts firms.
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