Blackstone Announces Plans to Commence a Tender Offer for I’rom Group, One of Japan’s Leading Site Management Organizations, a Mission-Critical Function of Clinical Trials

Blackstone (NYSE:BX) announced today that private equity funds and vehicles managed by Blackstone (“Blackstone”) have entered into a definitive agreement with Toyotaka Mori (“Mr. Mori”), Founder, President & Chief Executive Officer of I’rom Group Co., Ltd. (“I’rom”; TSE stock code 2372), Japan’s leading Site Management Organization (SMO), to jointly take I’rom private. I’rom provides clinical trial management services to pharmaceutical, biotechnology, and medical institutions, and plays a critical role in the success of clinical trials, ensuring that new technologies and medicines are brought to the market efficiently and quickly.

I’rom was founded 27 years ago and has pioneered Japan’s SMO market, partnering with medical institutions to provide mission-critical services related to clinical trials. It has since diversified its business to develop new products and services using advanced medical technology in regenerative medicine; support the work of pharmaceutical companies and academia involved in clinical research through its Contract Research Organization (CRO) business; and operate medical clinic complexes.

Atsuhiko Sakamoto, Head of Private Equity, Blackstone Japan, said: “We are pleased to partner with Mr. Mori and the rest of the management team, and help advance the company in its next phase of growth. We believe we can add tremendous value with our deep healthcare expertise and network. Life sciences is one of our highest conviction investment themes globally, including in Japan, where we have made two marquee investments and built these businesses into market leaders. We are committed to supporting I’rom’s mission of bringing critical medicines and technologies to the market and transforming patients’ lives.”

Toyotaka Mori, Founder, President & Chief Executive Officer, I’rom Group, said: “We are excited to begin this journey with Blackstone, the world’s largest alternative asset manager. We share the vision of meaningfully growing the I’rom business and providing our medical partners with high-quality clinical trial operations and services, which can ultimately deliver life-changing medicines to patients quickly. We believe Blackstone is a great partner to bring I’rom to the next stage, building up on I’rom’s more than a quarter-century of trust, innovation, and security.”

Life sciences is a key investment theme at Blackstone across businesses. In Asia Pacific, the firm has built a robust track record including Geo-Young in South Korea for which it helped achieve key milestones such as becoming the number one market player and executing six bolt-on acquisitions; investment in CARE Hospitals to create one of the largest hospital networks in India; and two landmark investments in Japan, Alinamin Pharmaceutical (formerly Takeda Consumer Healthcare) in the largest healthcare transaction in the market ever and AYUMI Pharmaceutical.

Blackstone aims to commence the tender offer by around mid-June 2024, subject to the receipt of certain regulatory approvals and the satisfaction of the other conditions set forth in the agreement with Mr. Mori. Pursuant to such agreement, following a successful tender offer and subsequent squeeze-out process, Blackstone will own 55% of I’rom and Mr. Mori will continue to remain invested with 45% ownership through his asset management company.

Please refer to the announcement issued today, titled “Notice Regarding Planned Commencement of Tender Offer For Shares of I’rom Group Co., Ltd. (Code:2372) by BXJB II Holding KK” for details regarding the terms and conditions of the tender offer.

This press release has been prepared for the purpose of informing the public of the tender offer and has not been prepared for the purpose of soliciting an offer to sell, or making an offer to purchase, any securities. If shareholders wish to make an offer to sell their shares in the tender offer, they should first read the tender offer explanation statement for the tender offer and offer their shares for sale at their own discretion. This press release shall neither be, nor constitute a part of, an offer to sell or purchase, or a solicitation of an offer to sell or purchase, any securities, and neither this press release (or a part thereof) nor its distribution shall be interpreted to be the basis of any agreement in relation to the tender offer, and this press release may not be relied on at the time of entering into any such agreement.

The tender offer will be conducted in accordance with the procedures and information disclosure standards prescribed by the Financial Instruments and Exchange Act of Japan, which may differ from the procedures and information disclosure standards in the United States. In particular, Section 13(e) and Section 14(d) of the U.S. Securities Exchange Act of 1934, as amended, and the rules prescribed thereunder do not apply to the tender offer, and the tender offer does not conform to those procedures and standards.

The financial advisors to Blackstone and I’rom, as well as the tender offer agent (including their respective affiliates) may engage in purchases of the shares of I’rom for their own account or for their customers’ accounts to the extent permitted under the Financial Instruments and Exchange Act of Japan, Rule 14e-5(b) of the U.S. Securities Exchange Act of 1934, as amended, and other applicable laws and regulations, during the period prior to the commencement of the tender offer or during the tender offer. Such purchases may be conducted at a market price through a market transaction, or at a price determined through negotiations off-market. In the event that information regarding such purchases is disclosed in Japan, such information will also be disclosed on the English website of the financial advisor or the tender offer agent conducting such purchases, or will otherwise be made publicly available.

Unless otherwise specified, all procedures relating to the tender offer are to be conducted entirely in Japanese. If all or a part of the documentation relating to the tender offer is prepared in the English language and there is any inconsistency between the English-language documentation and the Japanese-language documentation, the Japanese-language documentation will prevail.

About Blackstone 
Blackstone is the world’s largest alternative asset manager. We seek to deliver compelling returns for institutional and individual investors by strengthening the companies in which we invest. Our more than $1 trillion in assets under management include global investment strategies focused on real estate, private equity, infrastructure, life sciences, growth equity, credit, real assets, secondaries and hedge funds. Further information is available at www.blackstone.com. Follow @blackstone on LinkedIn, X (Twitter), and Instagram