(Bloomberg) — KKR & Co. (KKR) has secured enough shares of Fuji Soft Inc. (9749.T) in a tender offer to take the company private, formally ending a months-long bidding war against Bain Capital.
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Completion of the two-stage offer will give KKR a 57.92% stake in the Japanese software company, the New York-based firm said in a statement on Thursday. It aims to acquire the remaining shares through a squeeze-out process at an extraordinary shareholder meeting scheduled for late April.
Bain Capital said earlier this week that it decided not to increase its offer price and proceed with a previously announced hostile bid for Yokohama-based Fuji Soft. The two investment firms had both raised their offers multiple times in recent months. KKR’s most recent bid at ¥9,850 per share, announced in early February, values Fuji Soft at around $4.4 billion.
It had initially announced a tender offer in August, only for Bain’s subsequent overtures to put the transaction in limbo. KKR had already built a stake in Fuji Soft through the first stage, allowing it to block any rival takeovers.
KKR described the back-and-forth as an “unprecedented situation” that delayed the deal’s completion by more than four months.
The public battle had raised eyebrows in Japan as most global private equity firms have preferred a low-key approach to dealmaking in Japan, mindful of the need to manage reputations built up steadily after years of being seen locally as vultures. That might be slowly changing as competition heats up for assets in the country’s booming buyout market.
“We are fully committed and look forward to supporting Fuji Soft’s plan to enhance its corporate value, under a new and simpler ownership by KKR following the privatization,” KKR Japan CEO Hiro Hirano said in the statement.
The scramble to take Fuji Soft private is rooted in the value of the software company’s trove of human resources and real estate. The company owns a large portfolio of offices around Tokyo, where rising real estate prices provide the potential to unlock value by selling the properties.
Fuji Soft’s human capital — it has more than 10,000 employees in a business segment that offers IT solutions for clients — is also attractive in a country facing a shortage of skilled labor around technology and engineering, according to investors.
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