Bain Capital – Kakaku.com

WA-60034

Bain Capital Investors, LLC. (**Bain Capital**) proposes to acquire Kakaku.com, Inc. (**Kakaku.com**) through BCPE Blitz Cayman, L.P., a newly created special purpose vehicle solely controlled by Bain Capital (the **Acquisition**). Bain Capital is a limited liability company organised in Delaware under United States law and is the ultimate general partner of numerous private equity funds. Bain Capital, through such funds, invests in companies with activities in various industries, including technology, media and telecommunications, healthcare, retail and consumer products, financial and business services, and industrial/manufacturing. Kakaku.com is a company listed on the Tokyo Stock Exchange primarily engaged in operating the online price comparison and consumer information website, Kakaku.com, which provides consumers with information about restaurants, real estate, travel and other services. Through its subsidiaries, Kakaku.com also operates a number of different businesses, including: * Afana Co., Ltd., engaged in the design and construction of exterior (landscaping) works; * Assist Co., Ltd., a housing maintenance and convenience services business; * Engage Co., Ltd., engaged in recruitment advertising media; * Jobcube, Inc., a global job search engine and talent acquisition platform; * Kakaku.com Insurance Co., Ltd., a platform that enables consumers to compare insurance policies; * LCL Co., Ltd., the operator of highway bus comparison site Bus Hikaku Navi; * LiPLUS Holdings Co., Ltd., a home service matching platform specialising in home services, facility maintenance, and repair solutions; * LockOn Co., Ltd., a cross-border e-commerce business; * Sumaity Real Estate Co., Ltd., a rental real estate brokerage business; * Tabelog Restaurant Selection Hong Kong Co., Ltd., a restaurant operations business; and * Time Design Co. Ltd, a travel agency and tour arrangement services provider. In Australia, Kakaku.com is active through Time Design International Pte Ltd (**TDI**), an indirect subsidiary of Kakaku.com (and Time Design Co., Ltd), incorporated in Singapore. TDI supplies dynamic packaging software to airlines and hotels (which allows them to combine and sell products such as airline tickets, hotel reservations, and rental cars), through which TDI generates commission revenues from Australian customers. TDI does not directly supply software to any Australian customers.