The deal is the largest Japanese IPO since 2018

Davis Polk advised the international joint lead managers and joint bookrunners in connection with the initial public offering of 58,847,600 shares of common stock and Tokyo Stock Exchange listing of Kokusai Electric Corporation. This was KKR Japan’s second Japanese IPO of one its Japanese portfolio companies, the first being PHC Holdings (formerly Panasonic Healthcare Holdings) in 2021 in which Davis Polk was also involved.   

The shares were sold by the selling shareholder. The Japanese underwriters have an over-allotment option with respect to 8,827,100 shares. The global offering consisted of a public offering in Japan and an international offering outside Japan pursuant to Rule 144A / Regulation S. Assuming full exercise of the over-allotment option, the aggregate proceeds of the global offering will be approximately ¥124.5 billion (approximately $831.7 million).  Kokusai Electric’s IPO is the largest Japanese IPO since Softbank Corp.’s IPO in 2018 in which Davis Polk was also involved. 

Kokusai Electric is a provider of semiconductor manufacturing systems and related support services based in Japan, including machines for critical technologies such as depositing thin film on silicon wafers. Kokusai Electric (formerly Hitachi Kokusai Electric Inc.) was spun off by Hitachi to KKR and delisted from the Tokyo Stock Exchange in 2018. The IPO followed the abandonment by Applied Materials of its $3.5 billion deal to acquire Kokusai Electric from KKR in 2021 due to Chinese antitrust regulatory approval delays. Applied Materials has acquired approximately 15% of Kokusai Electric’s shares in pre-IPO private placement transactions.

The Davis Polk corporate team included partners Jon Gray and Christopher Kodama and associates Chihiro Sasaki and Paul Jun. Counsel Alon Gurfinkel and associate Kelli A. Rivers provided tax advice. Members of the Davis Polk team are based in the Tokyo and London offices.

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