Kakaku.com's board has stopped telling shareholders to tender into the ¥3,000-a-share buyout led by EQT and Digital Garage, even though it still supports the deal itself. The reversal, disclosed on July 8, 2026, followed a rival proposal at ¥3,232 a share that landed in early June and never went away.
The tender offer, run through the acquisition vehicle Kamgras 1, opened on May 13, 2026, backed by a board recommendation made the day before. That recommendation held until directors met on July 1 and voted to withdraw it, adopting a neutral stance and leaving the choice to shareholders and warrant holders individually.
The trigger was a proposal Kakaku.com received on June 3, offering ¥3,232 per share and backed by proof of financing. The EQT-Digital Garage consortium tried to answer without formally repricing its own offer: on June 18 it proposed restructuring the deal so that KDDI, which holds 35.02 million Kakaku.com shares, would tender rather than sit out, and paired that with a higher price. The number moved twice in four days, to ¥3,250 on June 19 and to ¥3,300 on June 22. It went no further. On June 25 the consortium told the board that raising its price would benefit ordinary shareholders, but Japanese tender rules do not let it raise the minimum number of shares required for the deal to close, a floor fixed at 34.94 million shares, or 17.51% of the company. Without room to move that floor, the restructuring stalled, and the ¥3,000 price on the table has not changed.
| Date | Event | Price / Detail |
|---|---|---|
| May 12, 2026 | Board recommends tendering into the Kamgras 1 offer | ¥3,000 per share |
| May 13, 2026 | Kamgras 1 opens the tender offer | ¥3,000 per share |
| June 3, 2026 | Rival proposal received by the board | ¥3,232 per share, with financing attached |
| June 18-22, 2026 | Consortium proposes restructuring and floats higher prices | ¥3,250, then ¥3,300 per share |
| June 25, 2026 | Consortium tells board it cannot legally raise the minimum-tender threshold | Threshold stays at 34.94 million shares (17.51%) |
| July 1, 2026 | Board withdraws its tender recommendation, adopts neutral stance | Still supports the ¥3,000 deal |
| July 1, 2026 | Oasis Management commits its 19.52% stake to a separate, unlaunched offer | Bain Capital-backed BCPE Blitz Cayman, expected around September 2026 |
| July 2, 2026 | Kamgras extends the tender offer period | To July 16, 2026 (47 business days) |
| July 7, 2026 | Kamgras refiles and extends the period again | To July 22, 2026 (50 business days) |
While the board weighed its recommendation, the paperwork kept moving. Kamgras first pushed the deadline from July 16 to July 22, 2026, stretching the total offer period to 50 business days, after Kakaku.com corrected its position statement on July 2 and Kamgras filed an amended registration on July 7.
A separate disclosure filed the same day adds a third party to the contest. Oasis Management, an activist fund holding 19.52% of Kakaku.com, or 38.7 million shares out of 198.2 million outstanding, told regulators it signed an agreement on July 1 to tender its entire stake into a tender offer being prepared by BCPE Blitz Cayman, L.P., a vehicle tied to Bain Capital. That offer has not launched. Bain Capital's vehicle expects to open it around September 2026, subject to competition-law clearances and cooperation from Kakaku.com. Oasis's commitment comes with an escape hatch: it is released from the obligation to tender if a third party opens a bid, or makes a serious, financed proposal, at a price at least 1% above whatever BCPE ends up offering.
That leaves Kakaku.com managing two separate processes at once: an active ¥3,000 tender its board still endorses but no longer urges shareholders to join, closing July 22, and an unpriced Bain Capital-backed offer months from launch that already has a fifth of the company's stock lined up behind it. Which one shareholders end up choosing, if either, is not a question the company has had to answer in public yet.
