Mitsui Chemicals has agreed to acquire semiconductor-materials supplier JSR alongside the Development Bank of Japan in a transaction valued at 1.84 trillion yen, or about $11.6 billion, creating a larger Japanese supplier of materials used in advanced chip manufacturing.
The Tokyo-based chemicals group said its board approved the transaction on November 9 and signed a share purchase agreement with funds managed by JIC Capital. Under the official disclosure, Mitsui Chemicals and DBJ will acquire JSR’s common shares and separately purchase two classes of preferred shares held by Mizuho Bank and DBJ.
Mitsui Chemicals will hold all voting rights after completion. DBJ plans to invest 200 billion yen and ultimately hold non-voting preferred shares, according to the filing.
The stated 1.84 trillion yen acquisition price includes equity value of 1.3921 trillion yen, including DBJ’s investment, plus 447.9 billion yen of interest-bearing debt and other items. The final consideration remains subject to adjustments at closing.
JSR develops and manufactures advanced semiconductor and display materials. Its portfolio includes photoresists, light-sensitive materials that enable circuit patterns to be transferred during semiconductor lithography, as well as materials used in other chip-production processes.
The company reported revenue of 440.72 billion yen and profit attributable to owners of 59.33 billion yen for the year ended March 2026. JSR also owns Inpria, a US developer of metal-oxide resists for extreme ultraviolet lithography.
Deal targets Japan’s semiconductor-materials scale
Mitsui Chemicals said JSR will become the core of its information and communications technology solutions business. The buyer plans to combine JSR’s advanced photoresists with its own semiconductor-materials products, including pellicles that protect photomasks and tapes and thick-film resists used in chip packaging.
The transaction is significant across Asia’s semiconductor supply chain because JSR operates development and production functions in Japan and South Korea and supplies chipmakers globally. Japan has sought to strengthen domestic capacity in materials and equipment that support advanced semiconductor manufacturing, while Taiwan, South Korea and China remain the region’s largest semiconductor-materials markets.
Mitsui Chemicals said it plans to invest in research and development, people and production facilities after closing. It estimates growth and cost synergies could add about 40 billion yen in annual profit by fiscal 2035. That figure is a company target rather than a guaranteed outcome.
Bridge loan and regulatory approvals
The buyer plans to fund the transaction with a 1.64 trillion yen bridge loan from its principal financial institutions and DBJ’s 200 billion yen investment. Mitsui Chemicals acknowledged that its net debt-to-earnings multiple is expected to temporarily exceed four times after completion.
It intends to refinance the bridge facility through bank loans, bonds and equity. The company filed a shelf registration covering up to 150 billion yen of common shares and is also considering mezzanine financing that rating agencies could partly recognize as equity.
The agreement requires competition and foreign-investment approvals in Japan and other jurisdictions. Mitsui Chemicals is targeting completion in the second half of the fiscal year ending March 2028, but said the schedule could change depending on regulatory procedures.
The transaction transfers JSR from funds controlled by state-backed Japan Investment Corporation, which took the company private in 2024.
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