Global investment firm KKR and a subsidiary of Japan Investment Corp have announced a JPY348bn ($2.3bn) tender offer to acquire Topcon, a Japanese medical and precision positioning equipment manufacturer, according to a report by Reuters.
The transaction marks the latest in a growing trend of take-private deals in Japan, spurred by corporate governance reforms and increasing pressure from activist investors.
Under the agreement, KKR will invest approximately JPY256bn to secure a majority stake, while JIC’s private equity arm will commit around JPY95bn for a minority position. Topcon’s president and CEO, Takashi Eto, will tender his shares and reinvest in the buyout. Regulatory filings show Eto currently holds a 0.07% stake in the company.
The deal underscores JIC’s first collaboration with a global private equity firm, according to a spokesperson for the state-backed investor.
The move aligns with a broader wave of privatisations in Japan, where activist investors have been pushing for strategic corporate transformations. Topcon’s largest shareholders – ValueAct Capital and Oasis Management – hold stakes of 13.69% and 10.58%, respectively, per LSEG data.
Topcon’s leadership cited the opportunity to focus on long-term growth strategies in its eye-care and positioning businesses as a key driver for the transaction.
KKR’s tender offer price of JPY3,300 per share represents a 5.4% premium to Topcon’s closing price on Friday and a 99.5% premium over the average closing price for the past 12 months through 9 December 2024.
While a future relisting is anticipated, it is not expected for at least four years to allow management time to implement its strategy, Ito added.
The deal follows a series of high-profile privatisations in Japan, including KKR’s recent acquisition of software firm Fuji Soft after a competitive bidding process against Bain Capital.
