CVC-backed Caron Holdings bids for Mandom, aims to delist

Caron Holdings, a wholly-owned subsidiary indirectly held by CVC Capital Partners, has commenced a tender offer for Mandom Corporation shares at 1,960 yen per share. The offer period runs from September 26, 2025, to November 10, 2025.

The tender offer is conditional on acquiring at least 25,285,200 shares (56.02% of voting rights), with no upper limit, as Caron intends to take Mandom private. Post-acquisition, Mandom will undergo a two-step squeeze-out process, including a stock merger, to acquire all remaining shares.

This offer is part of a management buyout (MBO) with Mandom's current management, Nishimura Motonobu and Nishimura Ken, who will remain involved and hold a combined 34% stake in the acquiring entity. A special committee, comprising independent outside directors and auditors, deemed the offer price fair. This move is designed to enhance Mandom’s corporate value by enabling flexible management decisions and strategic investments without short-term market pressures.