Japan's ¥15.40tn dollar sale and a ¥1.84tn deal for JSR

Mitsui Chemicals has agreed to buy all of JSR's ordinary shares from two JIC Capital funds at a stated acquisition price of ¥1.84tn, paying cash and buying jointly with the Development Bank of Japan (DBJ). Its board approved the deal on November 9, 2026. The price splits into ¥1.392tn of equity value, ¥200bn of it DBJ's contribution, and ¥447.9bn of interest-bearing debt and other items.

The move: Mitsui plans a ¥1.64tn bridge loan from its main banks plus DBJ's ¥200bn. To refinance the bridge it aims, within a year of closing, to raise ¥300bn of rating-agency equity credit, with ordinary share funding capped at ¥150bn alongside ¥300bn of mezzanine capital it expects to be 50% recognised as equity. It filed a shelf registration for up to ¥150bn of ordinary shares on November 9, and says net debt to EBITDA will temporarily exceed four times after completion.

Context: After completion DBJ's ordinary shares are to be converted into non-voting preferred shares, and Mitsui lists its voting share in JSR at 100%. JIC Capital says several operating companies made offers and it chose Mitsui's on fund economics and expected industry consolidation. Closing needs competition-law and foreign-investment approvals, and Mitsui targets the second half of fiscal 2027.

NTT has decided to sell its entire holding in NEC, 65.118mn shares or 4.90%. NEC is running a self-tender at ¥3,462 a share, and NTT has decided to tender half of its holding, 32.559mn shares, into it. NTT plans to sell the other 32.559mn shares off-market, mainly to overseas institutional investors, with delivery set for November 12. The tender runs from November 13 to December 14, with settlement starting January 7, 2027. The sale is decided, not complete.

The number: ¥3,462 is the lower of two formulas: a 22.7% discount to Monday's close of ¥4,479, or a 17% discount to the six-month average close of ¥4,545, which would have given ¥3,772. NEC says it asked for a deeper discount partly to reduce the chance its share price falls below the offer during the tender. NEC's offer is capped at 32,559,100 shares and ¥130bn, it would buy pro rata if tenders exceed that, and a full purchase would cost about ¥112.741bn from cash.

Bottom line: Both companies say their business alliance continues, and NEC says the two signed an amendment to end the capital-related agreements. Under IFRS NTT books no gain on consolidated profit, but it expects a standalone gain of about ¥189bn in the October to December quarter, an estimate that could change.

Kobe Steel's wholly owned construction-machinery subsidiary has agreed to buy 70% of CNH's construction equipment business for $700mn on an enterprise-value basis, with CNH keeping the other 30%. The board approved the deal on November 9, 2026, and the subsidiary signed a share transfer agreement the same day. At ¥157.90 to the dollar the price is ¥110.5bn, and with ¥4.0bn of estimated acquisition costs the total is about ¥114.5bn.

Details: CNH will first move the business into two companies, Case Construction UK Limited in Basildon, England, and Case Construction U.S. LLC in Racine, Wisconsin, and the Kobe Steel subsidiary will take 70% of each. The business sells under the CASE Construction Equipment, New Holland Construction and Eurocomach brands, with sales and service networks in North America, Europe and Latin America.

What to watch: Kobe Steel plans to fund the purchase with bridge loans from its main banks and then refinance them. Completion depends on competition-law approvals, and the share transfer is planned for the third quarter of its fiscal 2027. Kobe Steel says it is still assessing the effect on results and will announce any forecast revision promptly; its current forecast is sales of ¥2.69tn and operating profit of ¥150bn.

Persol Holdings has agreed to sell all the shares of Persol Australia Holdings, referred to in its filings as Programmed, to Service Stream Holdings, a wholly owned subsidiary of Australia-based Service Stream Limited. The board resolved on the sale and signed the agreement on November 9, 2026, with completion planned for March 1, 2027. Persol puts the expected price at ¥120bn, based on an enterprise value of A$975mn, with the final price set after net debt and working capital adjustments.

The number: For the year to March 2027, Persol now guides to revenue of ¥1.269tn, down from ¥1.665tn, and operating profit of ¥61.7bn, down from ¥71.0bn, while net profit rises to ¥93.8bn from ¥46.5bn. The mechanism is accounting: from the third quarter Programmed becomes a discontinued operation under IFRS 5, so revenue and operating profit cover continuing operations only and net profit includes both.

Context: Persol expects a ¥50bn gain on the subsidiary shares in the fourth quarter, an estimate that may change with price adjustments and exchange rates. It says its outlook for other businesses is unchanged from May. Programmed reported revenue of A$3,648mn (¥403.6bn) and net profit attributable to parent shareholders of A$39mn (¥4.4bn) for the year to March 2026.

Russia has placed all of Japan Tobacco's local companies under temporary management, widening a step disclosed on November 6. JT's November 9 notice says a presidential decree dated November 6 covered JTI Russia LLC, JTI Innovative Products LLC and one dormant company, joining the four manufacturing companies named in an earlier decree dated November 5. JT says it is continuing business at present.

The number: In the forecast published with its third-quarter results, the Russian market is about 10% of group revenue and about 25% of adjusted operating profit. Assets tied to the Russian business stood at about ¥1.5tn at the end of September, goodwill included, of which about ¥360bn is cash and deposits. Liabilities are about ¥200bn.

What to watch: JT is still examining the effect on group results and has reported no impairment, ownership transfer or revised forecast. It says it will announce promptly any matter that requires disclosure.

Nitori Holdings said on November 9, 2026 that up to 37.62 million records of personal information may have been leaked after unauthorized access to systems it manages. The figure is a ceiling, and the company calls it a possibility, not a confirmed leak. The notice counts records, not people. Login passwords and credit-card information are not among the data that may have been exposed.

Details: The data falls into three groups: individual members and buyers (member number, name, email address, address, phone number, date of birth and gender), corporate members (company and contact-person details), and order data from Nitori Net and its official shops on e-commerce malls. Nitori confirmed the access on Friday, November 6, blocked it and began an investigation with an external specialist body. Log analysis points to possible access before that, in mid-to-late October.

What to watch: Nitori is reporting to and consulting with the Personal Information Protection Commission and the police. It expects the impact on consolidated results to be limited on current knowledge. It warns that the data could be used in impersonation emails, phishing and suspicious calls, and says it never asks customers by email or phone for passwords, card numbers or PINs.

The Financial Services Agency said its revised supervisory guidelines on bank services offered through APIs and partner apps apply from November 6, 2026. A public comment round that ran from July 30 to August 31 drew 21 comments from nine individuals and groups.

What changed: Supervisors are now directed to check whether users are told who provides the app, which bank provides the bank service, how the bank and partner relate, who is responsible and what compensation applies after an accident, and whom to contact. Where a service carries a "[Name] Bank" style label, the guidance adds that the label names a joint service, that deposits, remittances and account transfers are the bank's services and require an account with that bank, and that the partner cannot provide bank services.

The catch: Online displays can count as intermediation, which normally needs a bank agency licence, if they amount to inducing a specific person to sign a contract with a bank. For a firm that sends users to a bank, the guidance points to whether it states in advance that the bank is the counterparty and provides the explanations, and whether it adds information, reworks explanations, solicits or recommends, or negotiates terms. The FSA adds that intermediation is judged on the whole course of conduct. A comparison site that processes bank-supplied content, or builds an algorithm that pushes its own recommended products to the top, may be caught. The guidelines apply from publication, but the FSA told one commenter that firms taking appropriate steps to improve will not be treated as a problem at once.

Mitsui O.S.K. Lines reported net profit of ¥179.3bn for the six months to September 30, up from ¥116.2bn a year earlier, on sales of ¥1.275tn. Operating profit was ¥72.7bn against ¥71.8bn, so most of the gain came below that line: equity-method income of ¥97.3bn, of which Ocean Network Express contributed ¥64.1bn.

The catch: The comparison is not like for like. From this period, 384 subsidiaries that used to close their books on December 31 are consolidated for nine months, so the company prints no year-on-year growth rates in its headline table. On a six-month basis it shows sales of ¥1.07tn (up 23.3%), operating profit of ¥64.5bn (down 10.2%) and ordinary profit of ¥159.8bn (up 39.5%).

What to watch: The full-year forecast is unchanged from the November 2 revision, at net profit of ¥300bn and ordinary profit of ¥295bn. Its segment forecasts assume the Persian Gulf and Red Sea remain unnavigable for the full year, a premise the company chose, not a verified state of the waterways. The interim dividend is ¥100, up from ¥85. A buyback of up to 9mn shares (2.62% of shares outstanding excluding treasury stock) and ¥50bn runs from November 10 to March 31, 2027; after a three-for-one split on January 1, 2027, the share ceiling becomes 27mn.