Mandom Corporation
(Amendment) Notice Regarding Partial Change to the “Statement of Approval and Recommendation for Participation concerning the Implementation of MBO”
The tender offer price was revised for the third time to 3,105 yen per share, and on February 9, 2026, the Board of Directors resolved that the tender offeror's proposal was superior to KKR's proposal and recommended shareholders to participate.
Key Figures
- Tender Offer Price (post 3rd revision): 3,105 yen (a 58.42% increase from previous 2,600 yen)
- Tender Offer Period: September 26, 2025 – February 12, 2026 (90 business days)
- Planned Fundraising Amount: 149 billion yen (60 billion yen loan from Mitsubishi UFJ Bank, 89 billion yen equity from CVC fund)
AI要約
Overview of the Tender Offer and Board's Decision
Mandom Corporation received a third revised proposal on February 6, 2026, from Caron Holdings Co., Ltd. for the MBO tender offer, with the tender offer price set at 3,105 yen per share. After comparing with KKR’s proposal, the Board of Directors determined that the tender offeror's corporate value enhancement measures were more concrete and feasible, and resolved to recommend shareholders to participate in the tender offer.
Comparison with KKR Proposal and Conclusion of Procedures
KKR submitted a legally binding letter of intent at 3,100 yen per share; however, the proposal was deemed abstract and not necessarily aligned with the Company’s business strategy. The tender offeror’s proposal included concrete initiatives for growth in the Indonesian business and brand portfolio restructuring, with faster execution capabilities. Accordingly, the Board resolved not to support KKR’s tender offer and concluded the procedures.
