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CVC, KKR Mulling Toshiba Buyout Bids as PE Firms Circle

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(Bloomberg) -- Buyout firms including CVC Capital Partners and KKR & Co. are considering bids for Toshiba Corp., people familiar with the matter said, after the Japanese conglomerate said it would open the door to potential buyers.

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Suitors have been holding high-level discussions with Toshiba and its advisers, the people said, asking not to be identified discussing private information. Bain Capital has also been studying a potential deal.

Their interest shows that major private equity funds see an opportunity at the troubled Japanese firm, where management and shareholders have been at odds for years over the company’s future. A buyout of Toshiba, which has a market capitalization of almost $18 billion, would possibly be private equity’s biggest ever deal in the country.

Talks are at an early stage and the private equity firms could ultimately decide to bid on their own or form alliances, the people said. They may also decide not proceed with any offers, they added.

Representatives for CVC and KKR declined to comment. A Toshiba spokeswoman reiterated the company’s plan to seek proposals from potential investors, declining to comment on individual cases.

Toshiba management had originally voiced opposition to a buyout and proposed instead splitting the company in two, but shareholders voted down that strategy last month. Then the company said on April 21 that it plans to start soliciting proposals from potential investors on privatization and other strategic alternatives, and that it had hired Nomura Securities Co. as financial adviser.

CVC has made a preliminary approach before. Last year, the firm proposed taking Toshiba private for $21 billion, in what would have been the biggest ever PE deal in Japan.

But that turned into a controversy, partly because of concerns that Toshiba’s then chief executive officer had a conflict of interest because he previously worked for CVC. The deal later stalled.

Bain pledged not to break up Toshiba in any buyout offer, the Nikkei newspaper reported earlier this month, citing an interview with Yuji Sugimoto, co-head of the investment firm’s Asia private equity business. Before that, Toshiba’s largest shareholder, Effissimo Capital Management Pte, disclosed in a filing that it would tender all its stock if Bain launched a tender offer to acquire two-thirds or more of Toshiba.

In 2018, Bain led a consortium that acquired Toshiba’s memory chip business for $18 billion, the largest private equity deal to date in Japan.

Analysts say buying out the whole of Toshiba would be more difficult because it would need the Japanese government’s blessing. Japan’s authorities list Toshiba, with its expertise in nuclear power, as a company of interest to national security under the Foreign Exchange and Foreign Trade Act.

In its statement on seeking potential investors, Toshiba said it would evaluate the feasibility of proposals, including the likelihood of each transaction being approved by the government.

Once one of Japan’s most revered companies, Toshiba has lurched from one disaster to another over the past seven years.

It started with an accounting scandal in 2015 that devastated its profits and led to a company-wide restructuring. The subsequent unraveling of a costly foray into nuclear power business in the U.S. led to a $6.3 billion writedown and saw it teeter on the edge of delisting. It was forced to sell its crown jewel memory-chip unit and offer stock that was snapped up by activist investors, giving them an outsized presence on the shareholder register.

Since then, Toshiba has been at loggerheads with stock holders over what’s best for the company, with some of its largest investors pushing for it to be taken private. Toshiba’s shares surged on Friday after it said it was starting the process of soliciting offers.

(Updates with Toshiba’s market value in third paragraph)

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