KJ005, the acquisition vehicle behind the planned take-private of Taiyo Holdings, no longer expects to open its tender offer in early October. It now aims for late November, because two regulatory procedures are not finished: competition-law procedures in China and investment-screening procedures in Japan.
What has cleared
When it announced the plan on 31 March 2026, KJ005 listed competition-law procedures in nine jurisdictions (Japan, China, Taiwan, Germany, South Korea, Spain, Israel, Tunisia and Vietnam) and investment-screening procedures in Japan and the United States. It said it would launch promptly once those were complete or waived, and aimed for early October.
As of 9 October, competition-law procedures are complete in Japan, Taiwan, Germany, Tunisia and Vietnam, and investment-screening procedures are complete in the United States. Competition-law procedures in China and investment-screening procedures in Japan are not. Taiyo Holdings relayed the same status in its own notice, citing the bidder.
What dropped off the list
The list also got shorter. KJ005 said that after further discussion with local counsel, no competition-law procedure is needed in Spain or Israel. In South Korea the filing is a post-transaction one, not a pre-transaction one, so no pre-closing filing was made there. The March 31 release had expected pre-transaction procedures in all three.
The new target
KJ005 says it aims to finish the outstanding procedures during November and open the offer in late November. It will launch once the conditions are met, and the notices describe that as a target. The bidder said it will announce the start of the offer, or a significant change to the expected timing. The notice does not say why the two procedures remain unfinished, and it gives no expected date for either beyond November.
Who is on each side
Taiyo Holdings published its notice alongside the bidder's, as the bidder had requested. Its 31 March release was titled as an expression of support for the offer and of neutrality on whether shareholders should tender.
DIC, which holds Taiyo Holdings as an equity-method affiliate, also issued a notice. It describes KJ005 as a wholly owned subsidiary of KJ005HD, which is owned by KJ005 Investment L.P., a Canadian limited partnership indirectly operated by Kohlberg Kravis Roberts & Co. L.P. Under the March agreement, DIC will not tender its Taiyo Holdings shares. If the offer succeeds but KJ005 does not acquire all Taiyo Holdings shares (other than treasury shares, those held by another shareholder and DIC's own), Taiyo Holdings is to consolidate its shares. The agreement also provides for Taiyo Holdings to buy back DIC's stake and that of the other shareholder, as part of a series of transactions meant to take the company private.
DIC said it will announce promptly if anything in the outlook section of its March 31 disclosure changes. The notice from DIC does not state whether the revised timing alters that outlook.
