Mandom shifts MBO stance, withdraws tender offer recommendation

Mandom Corporation announced a partial change to its previous recommendation regarding a management buyout (MBO) by Caron Holdings. Initially, on September 25, 2025, Mandom recommended shareholders tender their shares in the tender offer. However, following significant share acquisitions by CI11 and affiliated parties, whose stake reached 17.63% (18.87% voting rights) by October 7, 2025, and sustained trading above the tender offer price of JPY 1,960, Mandom re-evaluated the situation.

The company now believes the likelihood of the tender offer's success has significantly decreased. Consequently, Mandom's Board of Directors, based on advice from its Special Committee, has withdrawn its recommendation for shareholders to tender shares. The Board now advises shareholders to use their own discretion regarding participation in the tender offer, maintaining a neutral position on the matter.

Mandom also adopted a basic policy on financial and business strategy control and measures to prevent inappropriate control, and plans to seek alternative acquisition proposals to enhance corporate value. The company will continue to explore potential offers from other third parties.