Bain Capital Private Equity and ASATSU-DK announce successful tender offer

TOKYO, December 7, 2017 – Bain Capital Private Equity and ASATSU-DK are pleased to announce that Bain Capital has successfully acquired an 87.05% stake in ASATSU-DK (ADK, 9747:TSE) through a tender offer. As announced on October 2, 2017, Bain Capital launched the tender offer to acquire the common shares of ADK with a view to privatizing the business and delisting it from the Tokyo Stock Exchange (TSE).

ADK is the third largest advertising agency in Japan by market share, with an impressive client base across multiple sectors. Building on the Company’s successful track record in its traditional advertising business, ADK has developed a highly competitive offer in its unique content business, including market leading animation capabilities.

Bain Capital Private Equity and ADK will actively invest in core areas of future business expansion, including digital, data and the content business, which will enable the company to adapt to the evolving advertising market both in Japan and overseas. In order to provide its clients with leading solutions, ADK will adopt an open network model that will allow it to affiliate with the most appropriate partners in each business area.

Yuji Sugimoto, a Managing Director at Bain Capital Private Equity, said: “Today’s successful tender offer marks an important step in the right direction for ADK as we move closer to privatizing the business in order to better secure its future in a fast-changing market. This is also a very positive outcome for ADK’s shareholders, who have been able to realize attractive value through our fully priced offer. We look forward to working closely with ADK’s management over the coming months to accelerate its transformation efforts while we continue to work towards the end goal of privatizing the business so it can realize its full potential more quickly.”

Shinichi Ueno, President and Group CEO at ASATSU-DK, said: “To continue delivering leading data driven marketing solutions for our clients and to truly become a consumer activation company, we have long believed that ADK needed the financial and strategic flexibility that can only be achieved through becoming a private business. Today’s successful tender offer close is an important milestone in ADK’s growth story and we are confident that Bain Capital is the right partner to take us through this next phase of transformation. We are grateful for the support of our shareholders over the years, and now look forward to starting work on transforming the business alongside Bain Capital.”

At the expiration of the tender offer period on December 6, 2017, a total of 36,233,119 ADK shares were tendered, corresponding to 87.05% of the total shares outstanding, surpassing the 20,785,200 (50.1%) minimum required. Under the terms of the tender offer, ADK shareholders who have tendered their shares will receive 3,660 JPY per share on or after December 13, 2017, which is when settlement is expected to occur.

Bain Capital Private Equity has a large presence in Japan with deep market knowledge and extensive local networks, and has supported the domestic and global expansion of businesses that offer services to corporate clients, including Macromill and BELLSYSTEM24. The firm’s expertise in driving operational improvement strategies have made Bain Capital Private Equity a valued partner for Japanese companies.

About Bain Capital Private Equity

Bain Capital Private Equity (https://www.baincapitalprivateequity.com/) has partnered closely with management teams to provide the strategic resources that build great companies and help them thrive since its founding in 1984. Bain Capital Private Equity’s global team of approximately 220 investment professionals creates value for its portfolio companies through its global platform and depth of expertise in key vertical industries including healthcare, consumer/retail, financial and business services, industrials, and technology, media and telecommunications. Bain Capital has offices in Boston, Chicago, New York, Palo Alto, San Francisco, Dublin, London, Munich, Melbourne, Mumbai, Hong Kong, Shanghai, Sydney and Tokyo and has made investments in more than 300 companies to date. In addition to private equity, Bain Capital invests across asset classes including credit, public equity and venture capital, managing approximately USD 75 billion in total and leveraging the firm’s shared platform to capture opportunities in strategic areas of focus.
 

About ASATSU-DK （ADK）

ASATSU-DK (https://www.adk.jp/en/) is the third largest advertising agency in Japan by market share. The Company has expertise in designing and implementing “consumer-activating” marketing plans for clients in both Japan and abroad with its international business network. Founded in 1956 by Masao Inagaki, ASATSU INC. grew quickly through its focus on magazine advertisements. After merging with Dai-ichi Kikaku Co., Ltd. in 1999, the Company became ADK, as it is known today. Building on the Company’s successful track record in its traditional advertising business, ADK has a unique content business, which includes market leading TV animation capabilities, as well as TV production and character based marketing. ADK is currently building its expertise in its distribution business abroad.