Raksul Inc., Japan’s largest online printing platform, agreed to go private through a ¥104 billion ($670 million) management buyout backed by Goldman Sachs Group Inc., an arrangement that hands current executives equal voting power with the Wall Street giant.
The tender offer from R1 Inc., a Goldman-backed acquisition vehicle, prices Raksul shares at ¥1,710 apiece, representing a 37% premium to the Dec. 10 close. Chief Executive Yo Nagami and Chairman Yasukane Matsumoto will tender their combined 14% stake before reinvesting through asset management vehicles, giving them collective 50% voting rights in the post-deal structure despite Goldman controlling 91% of the entity’s equity.
Raksul’s board unanimously endorsed the transaction, citing challenges in pursuing aggressive M&A and technology investments while satisfying public-market demands for near-term profit growth. The Tokyo-listed company, which connects small businesses with printing services and advertising platforms, recorded ¥17.2 billion in first-quarter revenue through October.
Goldman is providing the bulk of financing through a combination of equity contributions totaling up to ¥38.8 billion and bank loans of ¥55.5 billion from Mizuho Bank and Sumitomo Mitsui Banking Corp.
The tender period runs through Feb. 4, requiring at least 39.7 million shares to proceed. Independent valuations placed Raksul’s fair value between ¥1,155 and ¥1,951 per share.
