The short answer

  1. Of 3,860 listed companies in 2021–22, 359 were bought by tender offer or MBO within about four years: 1 in 11.
  2. What set them apart was who owns the company: largest corporate holder, has a controlling shareholder (an entity owns over 50%), activist stake (past 2 years). Size mattered too: very large companies were rarely bought.
  3. What did not, overall: net cash ÷ market value, price-to-book, officers' stake, founder family stake. Cheap shares and piles of cash, often cited as takeover bait, made little difference on their own (some did matter for particular types of buyer; see each item below).
  4. Ranking companies on these traits works, but only partly: the top 10% by score had 1 in 5 bought (21.8%), and they held 23% of all the companies that were bought.

We took the first annual report each listed company filed between 27 Sep 2021 and 26 Sep 2022, recorded its traits as of that filing, and checked which companies became tender-offer or MBO targets after it, up to today. Only what was known at the time of each filing is used.

Traits that mattered

Share of companies with each trait that were later bought. All bars use the same scale.

Largest corporate holder

Largest corporate holder: 50%+: 26.5% were bought — about 1 in 4, against 1 in 11 for all listed companies (2.9x). Mostly buyout by the parent (14.5%).

<10%5.8%111 of 1,929
10–20%5.8%41 of 704
20–33%11.6%61 of 524
33–50%17.1%73 of 428
50%+26.5%73 of 275

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
<10%1,9291115.8%0.4%1.9%1.1%2.3%
10–20%704415.8%0.9%2.1%1.1%1.4%
20–33%5246111.6%3.4%2.5%1.9%3.4%
33–50%4287317.1%6.3%5.1%2.3%3.3%
50%+2757326.5%14.5%0.7%2.9%8.0%

Has a controlling shareholder (an entity owns over 50%)

With a controlling shareholder (an entity with over 50%): 21.4% were bought — about 1 in 5, against 1 in 11 for all listed companies (2.3x). Mostly buyout by the parent (11.4%).

Yes21.4%81 of 378
No8.0%278 of 3,482

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
Yes3788121.4%11.4%1.1%2.4%6.3%
No3,4822788.0%1.6%2.4%1.4%2.4%

Market value

Market value: ¥500bn+: only 4.2% were bought — 1 in 24, 0.5x the average. Large companies are rarely taken over.

<¥10bn10.0%109 of 1,085
¥10–50bn10.9%127 of 1,170
¥50–100bn11.7%39 of 332
¥100–500bn6.8%31 of 456
¥500bn+4.2%10 of 237

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
<¥10bn1,08510910.0%2.8%1.8%1.2%4.1%
¥10–50bn1,17012710.9%2.4%3.6%1.6%3.0%
¥50–100bn3323911.7%4.2%2.7%1.8%3.0%
¥100–500bn456316.8%2.4%1.8%1.1%1.3%
¥500bn+237104.2%2.1%0.0%2.1%0.0%

Activist stake (past 2 years)

With an activist stake: 18.4% were bought — about 1 in 5, against 1 in 11 for all listed companies (2.0x). Mostly private equity (6.1%).

Yes18.4%18 of 98
No9.1%341 of 3,762

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
Yes981818.4%2.0%5.1%6.1%5.1%
No3,7623419.1%2.6%2.2%1.4%2.7%

Traits that made no difference

Net cash ÷ market value

Every group was close to the average (0.9–1.2x). No link to being bought overall.

Negative9.2%95 of 1,038
0–25%10.5%96 of 914
25–50%10.8%63 of 582
50%+8.3%62 of 746

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
Negative1,038959.2%2.6%2.2%1.2%3.0%
0–25%9149610.5%2.6%2.7%1.6%3.4%
25–50%5826310.8%3.3%2.6%1.9%2.9%
50%+746628.3%2.4%2.1%1.3%2.1%

Price-to-book

Every group was close to the average (0.9–1.2x). No link to being bought overall. But by type of buyer: private equity — Price-to-book: 1.5–3x 2.8% (1.9x that type's average); strategic buyer — Price-to-book: 3x+ 4.2% (1.5x that type's average).

<0.5x8.0%48 of 599
0.5–0.8x8.8%62 of 703
0.8–1x9.6%33 of 344
1–1.5x10.5%53 of 507
1.5–3x10.6%64 of 602
3x+10.7%56 of 523

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
<0.5x599488.0%2.0%2.7%1.0%2.2%
0.5–0.8x703628.8%3.4%1.7%1.0%2.3%
0.8–1x344339.6%2.9%1.7%0.6%4.1%
1–1.5x5075310.5%3.7%2.4%1.4%3.0%
1.5–3x6026410.6%2.5%2.8%2.8%2.5%
3x+5235610.7%1.5%3.1%1.7%4.2%

Officers' stake

Every group was close to the average (0.8–1.1x). No link to being bought overall. But by type of buyer: buyout by the parent — Officers' stake: <1% 4.5% (1.7x that type's average); management buyout — Officers' stake: 20%+ 3.6% (1.6x that type's average).

<1%10.5%162 of 1,540
1–5%9.2%83 of 904
5–20%7.0%49 of 702
20%+9.3%65 of 700

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
<1%1,54016210.5%4.5%0.9%2.1%3.0%
1–5%904839.2%1.8%3.3%1.5%2.2%
5–20%702497.0%1.3%2.7%0.7%2.1%
20%+700659.3%0.7%3.6%0.9%3.9%

Founder family stake

Every group was close to the average (0.8–1.1x). No link to being bought overall. But by type of buyer: strategic buyer — Founder family stake: 50%+ 5.3% (1.9x that type's average); management buyout — Founder family stake: 25–50% 3.8% (1.6x that type's average).

<10%10.2%222 of 2,186
10–25%7.7%62 of 808
25–50%8.9%57 of 640
50%+8.0%18 of 226

The line marks the average for all listed companies(9.3%)

Breakdown by type of buyer
CompaniesTargetsRateParentMBOPEStrategic
<10%2,18622210.2%3.6%1.7%1.8%2.9%
10–25%808627.7%1.6%2.8%1.1%1.7%
25–50%640578.9%0.9%3.8%1.2%2.8%
50%+226188.0%0.9%1.3%0.4%5.3%

Does ranking on these traits work?

We combined the traits into one score and checked it on companies the model had not seen (five-fold cross-validation). Companies are split into ten groups by score; the chart shows how many in each group were actually bought.

Top 10%21.8%1 in 5
10–20%17.4%1 in 6
20–30%14.2%1 in 7
30–40%7.5%1 in 13
40–50%7.8%1 in 13
50–60%7.0%1 in 14
60–70%6.2%1 in 16
70–80%5.4%1 in 18
80–90%2.8%1 in 35
90–100%2.8%1 in 35

The line marks the average for all listed companies(9.3%)

AUC (0.5 = random, 1.0 = perfect ranking): overall 0.69; by buyer type — parent 0.81, MBO 0.61, PE 0.65, strategic 0.68. Buyouts by a parent are the easiest to spot; MBOs the hardest.

Backtest: the top 30 as of 2021–22

Of the 30 companies with the highest scores in 2021–22, 6 were later bought (20%), against 9.3% for all listed companies.

All 30
#Company (as of 2021–22)What happened
1大阪製鐵株式会社5449Not bought (yet)
2インフォコム株式会社434819 Jun 2024・Private equity
3サコス株式会社964111 May 2022・Buyout by the parent
4株式会社セゾン情報システムズ9640Not bought (yet)
5株式会社Sharing Innovations4178Not bought (yet)
6株式会社ステムセル研究所7096Not bought (yet)
7WDBココ株式会社7079Not bought (yet)
8株式会社トラスト334715 May 2025・Buyout by the parent
9株式会社まぐまぐ4059Not bought (yet)
10株式会社フォーバルテレコム9445Not bought (yet)
11コーユーレンティア株式会社7081Not bought (yet)
12株式会社BeeX4270Not bought (yet)
13鳥居薬品株式会社45518 May 2025・Strategic buyer
14株式会社NFCホールディングス7169Not bought (yet)
15株式会社メルコホールディングス6676Not bought (yet)
16サンデン株式会社(旧会社名 サンデンホールディングス株式会社)6444Not bought (yet)
17株式会社フレクト4414Not bought (yet)
18株式会社サンデー74509 Jan 2026・Buyout by the parent
19イオン九州株式会社2653Not bought (yet)
20グローバルセキュリティエキスパート株式会社4417Not bought (yet)
21株式会社シンシア7782Not bought (yet)
22児玉化学工業株式会社4222Not bought (yet)
23株式会社メルディアDC(旧会社名 シード平和株式会社)173925 Dec 2023・Strategic buyer
24イオン北海道 株式会社7512Not bought (yet)
25GMOメディア株式会社6180Not bought (yet)
26株式会社オークネット3964Not bought (yet)
27株式会社ジャパンディスプレイ6740Not bought (yet)
28日産車体株式会社7222Not bought (yet)
29応用技術株式会社4356Not bought (yet)
30田中建設工業株式会社1450Not bought (yet)

Updated 29 Sep 2026 00:48 JST