RAKUS Co., Ltd., the Tokyo-listed maker of cloud back-office software, is paying ¥23.1bn to buy out activist fund Oasis Management's entire stake in Plus Alpha Consulting, the company behind the talent-management platform Talent Palette. The purchase of 6,906,100 shares, a 16.30% voting stake, lifts RAKUS's total holding in Plus Alpha from 5.91% to 22.21%, enough to make the HR-software firm an equity-method affiliate once regulatory approvals clear.
That is a meaningful jump in influence, not a change of control. Plus Alpha's board and management stay in place, and the deal arrives wrapped in a memorandum of understanding that limits what RAKUS can do next.
Guardrails, not a takeover
The MOU includes a standstill: RAKUS cannot buy more Plus Alpha shares without written consent, unless Plus Alpha simply fails to respond to a request within 30 days. RAKUS can nominate at most one non-executive director, and only after Plus Alpha's own nomination and compensation committee signs off. If RAKUS later wants to sell down, Plus Alpha gets 30 days' notice and a right of first refusal on those shares, though open-market sales and disposals capped at a cumulative 5% of outstanding shares for portfolio adjustment are exempt, provided RAKUS still gives 15 days' notice. The whole arrangement unwinds automatically the moment RAKUS's stake drops below 15%.
| Feature | Detail |
|---|---|
| RAKUS stake before deal | 5.91% (2,505,000 shares) |
| Shares acquired from Oasis | 6,906,100 shares (16.30% of votes) |
| Purchase price | ¥23.1bn |
| RAKUS stake after deal | 22.21% (9,411,100 shares) |
| Scheduled execution date | August 21, 2026 (subject to regulatory approval) |
| RAKUS board seat allowed | Up to one non-executive director, subject to nomination committee approval |
| MOU auto-terminates if RAKUS stake falls below | 15% |
RAKUS also commits to back board-approved proposals at Plus Alpha's shareholder meetings rather than organize opposition, unless management breaches the law or seriously damages shareholder value. That clause reads as insurance against exactly the kind of activist pressure Oasis had been applying.
Why now
The two companies already had a working relationship: RAKUS's OEM product, marketed as Rakuraku Jinji Romu (Rakuraku HR and Labor), resells Plus Alpha's Talent Palette system, an arrangement formalized in a basic agreement in August 2025 and a capital-and-business alliance contract that November. RAKUS says take-up of that OEM product has gone well roughly a year in, and demand for back-office digitization and generative-AI tools among small and mid-sized businesses is growing faster than it expected, prompting it to lock in a bigger, more permanent role at its supplier rather than risk Oasis selling the stake to someone else. Plus Alpha, for the year to September 2025, reported sales of ¥17.08bn and operating profit of ¥6.38bn, both up from the prior year, with a dividend of ¥29.00 per share.
What is still open
A separate filing to Japan's Financial Services Agency confirms the same shareholder swing: Oasis's 16.30% stake falls to zero and RAKUS's rises to 22.21%. Execution is scheduled for August 21, 2026, but is conditional on RAKUS completing "procedures including obtaining approvals from relevant authorities," and the date could move if that review runs long. RAKUS has also said the effect on its own consolidated earnings is still being worked out and will be disclosed once known.