Mitsui Chemicals to buy chip-materials maker JSR for 1.84 trillion yen

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Mitsui Chemicals said on Monday it will buy JSR, the Japanese maker of photoresists used to print circuits onto semiconductor wafers, from funds managed by state-backed JIC Capital in a deal worth 1.84 trillion yen, about $11.6 billion including debt.

Mitsui's board approved the purchase on November 9 and signed a share purchase agreement with the JIC Capital funds. The price breaks down into 1,392.1 billion yen of equity value, including the Development Bank of Japan's 200 billion yen investment, and 447.9 billion yen of interest-bearing debt and other items. Mitsui will hold all voting rights once the deal closes, while the Development Bank of Japan will hold non-voting preferred shares.

Mitsui plans to fund its share with a 1.64 trillion yen bridge loan from its main banks, to be refinanced later through bank loans, bonds and a share sale of up to 150 billion yen. Completion is targeted for the second half of the fiscal year ending March 2028, but only after competition and foreign-investment approvals in Japan and other countries.

The figures come from Mitsui's own disclosure, as reported by Reuters from the filing, and the same numbers appear in MLex's summary of the official statement and in TechNode's account of the disclosure. Reuters, MLex and TechNode agree on the 1.84 trillion yen total, the split between equity value and debt, and the Development Bank of Japan's 200 billion yen investment. What has not been settled is whether regulators in Japan and elsewhere will clear the deal, and Mitsui itself says the timetable could shift depending on those reviews. Reuters describes the purchase as among the largest deals in the sector, drawing the comparison with the $4.55 billion Showa Denko paid for Hitachi Chemical in 2020.

The deal would put together one of Japan's biggest suppliers of the chemicals at the heart of advanced chipmaking. JSR is the world's second-largest maker of advanced logic photoresists, according to Mitsui's investor presentation, and Mitsui is the leading maker of the pellicles used in extreme ultraviolet lithography. It is also a heavy bet: Mitsui's own market value stood at about 664.6 billion yen, far smaller than the price it is paying, and its shares fell about 13 percent on Monday after the announcement.

JSR has changed hands once already in recent years. JIC, a fund overseen by Japan's finance ministry, took the company private in 2024 for about 900 billion yen and delisted it from the Tokyo Stock Exchange that June, saying it wanted to use the business to drive consolidation in semiconductor materials. Mitsui says it plans to sell off JSR's life sciences unit and other non-core businesses to restore the company's finances within three years.