*** ## NOTE ON TICKER
Kioxia’s TSE listing uses 285A, not 6600.T. The “6600” appears in some pre-listing references but the live security code is 285A on the Tokyo Stock Exchange Prime Market.
| Item | Detail |
|---|---|
| IPO date (listing) | December 18, 2024 |
| IPO price | ¥1,455 per share (midpoint of ¥1,390–¥1,520 range) |
| First-day opening price | ¥1,601 (opened above IPO price) |
| First-day close | ~¥1,645 (closed ~13% above IPO price) |
| Exchange | Tokyo Stock Exchange Prime Market |
| Procedure | Japan’s first S-1 equivalent “pre-approval notification” listing procedure |
| New shares issued | 21,562,500 shares (primary — proceeds to company) |
| Secondary shares sold | ~50,380,100 shares (by Bain and Toshiba) |
| Overallotment option | 10,791,300 shares |
| Total offering size | ~71,942,600 shares (excl. greenshoe) / ~82,733,900 (incl. greenshoe) |
| Total proceeds (incl. overallotment) | ¥120.4 billion (~$800M) |
| Company’s portion (new shares) | ¥27.7–31.4 billion (~$190–210M) |
| Market cap at IPO price | ¥784 billion (~$5.2B at ¥150/$1) |
| First-day market cap | ~¥886.8 billion (~$5.8–5.9B) |
| Total shares outstanding post-IPO | ~546 million shares (per StockAnalysis, as of early 2026) |
| Legal counsel | Ropes & Gray (Bain), Davis Polk & Wardwell (company/underwriters) |
| Joint lead managers | Morgan Stanley, Nomura, Merrill Lynch, Goldman Sachs International |
Kioxia had attempted IPOs multiple times since 2020. The company was forced to delay due to: - NAND market downturn in 2022–2023 that pushed the company into losses - Disagreement between Bain and Toshiba on valuation (Bain reportedly sought >$10B; market cleared at ~$5B) - Ongoing WD merger discussions (see Section 3) - A ¥900B ($5.8B) syndicated loan requiring refinancing
The December 2024 IPO was ultimately executed at a significant discount to Bain’s entry valuation. The company used the S-1-style filing process to expedite the listing.
The company’s new shares (~¥27–31B) were targeted primarily at: - Debt reduction — repayment/refinancing of the ¥900B ($5.8B) syndicated loan (balance had been partially reduced by FY2025) - Capex — expansion of NAND production capacity at Yokkaichi (Mie) and Kitakami (Iwate) fabs, conversion to 8th/9th generation NAND process nodes - Balance sheet strengthening (net debt/equity fell from 277% at end-FY2023 to 126% at end-FY2024)
The secondary shares (~¥89B worth) went to Bain and Toshiba, not the company.
| Item | Detail |
|---|---|
| Deal name | Acquisition of Toshiba Memory Corporation (TMC) / Toshiba Memory Holdings |
| Announced | September 28, 2017 |
| Closed | June 1, 2018 |
| Total consideration | ¥2 trillion (~$18 billion) |
| Classification | Asia’s largest-ever LBO at the time |
| Acquirer | Bain Capital-led consortium |
| Seller | Toshiba Corporation (distressed, due to Westinghouse nuclear subsidiary losses) |
| Post-close structure | Toshiba retained 40.2% equity stake in the spun-out entity |
Toshiba faced existential financial pressure from massive write-downs at Westinghouse Electric (nuclear construction losses at Vogtle and V.C. Summer). The memory division sale was forced to recapitalize the parent company. Western Digital contested the sale as a breach of their joint venture agreement, causing months of litigation and delay.
The $18B deal was structured in two tranches:
Tranche 1 — ¥960B: Equity (ordinary + convertible shares) - Bain Capital (consortium lead) - SK Hynix (participated as LP in Bain-led fund) - Hoya Corporation - Development Bank of Japan (DBJ) - Innovation Network Corporation of Japan (INCJ, a government fund) - Mitsubishi UFJ Financial Group (banking relationship) - Toshiba itself (retained equity)
Tranche 2 — ¥440B: Preferred securities (convertible and non-convertible) - Apple - Dell - Kingston Technology - Seagate Technology
The technology companies (Apple, Dell, Kingston, Seagate) participated as preferred security holders — strategic customers buying in primarily for supply security, not control. They received convertible/non-convertible preferred instruments, not common equity.
SK Hynix invested a total of ¥395 billion (~$3B / 3.68 trillion KRW) in 2018, structured as:
| Component | Amount | Instrument |
|---|---|---|
| LP investment in Bain-led fund | ¥266B (~$2.48B / 2.48T KRW) | Fund units (equity exposure via Bain consortium) |
| Direct convertible bonds | ¥129B (~$1.2B / 1.2T KRW) | Converts to ~14.4% stake in Kioxia |
| Total SK Hynix commitment | ¥395B (~$3B) |
The convertible bonds gave SK Hynix an option to acquire a ~14–15% direct stake in Kioxia. Until 2028, SK Hynix’s voting rights through these bonds are capped at ~15% of Kioxia shares, to address antitrust concerns (SK Hynix is a direct NAND competitor). After 2028, restrictions ease and SK Hynix can deepen management involvement.
Post-IPO (after bond conversion), SK Hynix became Kioxia’s third-largest shareholder at ~14%.
Bain’s consortium paid ¥2 trillion for a company where Toshiba retained 40.2% equity. The Bain-led consortium therefore effectively paid ~¥2T for ~59.8% of the company (including SK Hynix, INCJ, DBJ, Hoya participation).
Implied total enterprise valuation at acquisition: ~¥2T / 0.598 = ~¥3.34T (~$28–30B on a total equity basis, but this overstates it — the ¥2T is the acquisition price for the controlling stake portion, and Toshiba’s retained equity was unpaid consideration). The commonly cited “valuation” at deal close is ~¥2T (the transaction price), not a full enterprise value.
Per-share equivalent at entry: Not directly derivable from public sources — Kioxia was private with no disclosed share count at acquisition. Proxy: At IPO, ~546M shares at ¥1,455 = ¥784B market cap. At Bain’s $18B acquisition price for the whole business, the per-share implied cost was ~¥3,300/share (¥2T / 600M pre-IPO equivalent shares, rough estimate). However, Bain’s actual equity invested was less than $18B given the use of debt and co-investors; Bain’s direct equity stake cost is not publicly disclosed.
| Date | Event |
|---|---|
| Early 2021 | Merger talks first reported between Kioxia and Western Digital |
| 2022 | Talks paused amid NAND market downturn and WD internal issues |
| July 2023 | Talks reportedly near completion — combined entity would have had ~34% NAND share, surpassing Samsung |
| October 2023 | Talks terminated — blamed on SK Hynix opposition |
| Early 2024 | Bain reportedly tried to revive merger discussions |
| October 2024 | Western Digital announces formal split of HDD and NAND/SSD businesses; NAND spun off as “SanDisk” |
SK Hynix blocked the merger. As an indirect shareholder in Kioxia (via the Bain consortium) and a direct NAND competitor, SK Hynix: 1. Felt the merger would dilute its influence over Kioxia 2. Was concerned the combined Kioxia/WD entity would create a NAND giant that competed more effectively with SK Hynix 3. Had a strong veto position through its convertible bond structure
The failed merger had two downstream consequences: - WD split into Seagate-style HDD pureplay + “SanDisk” NAND pureplay (now listed separately) - Kioxia proceeded to a standalone IPO in December 2024
| Shareholder | Stake |
|---|---|
| Bain Capital (via BCPE Pangea entities) | ~52% |
| Toshiba Corporation | ~32% |
| SK Hynix (convertible bonds, pre-conversion) | ~14% (post-conversion) |
| Hoya Corporation | ~3% |
| Free float / others | ~28% |
Note: The 28% float was below the Tokyo Stock Exchange Prime Market requirement of 35%. Kioxia acknowledged this and committed to increasing float, with Bain and Toshiba agreeing to sell down over time. Target is to reach 35% float by 2030.
| Shareholder | Stake |
|---|---|
| BCPE Pangea Cayman (Bain) combined | 44.33% (down from 51.64%) |
| Toshiba | ~27.25% (per IR page as of Sep 30, 2025) |
| SK Hynix | ~14% (post bond conversion, per IPO structure) |
Transaction: BCPE Pangea Cayman LP sold 36 million shares at ~¥9,000/share in a block trade on November 25, 2025. Goldman Sachs was bookrunner; shares sold to overseas institutional investors. Proceeds: ~¥355B ($2.3B). This was done ~6 months after lock-up expiry (see Section 5).
| Shareholder | Stake |
|---|---|
| Bain Capital (all BCPE entities combined) | ~29–30% (below 30% per Nikkei reporting) |
| Toshiba | ~27–30% (not yet sold materially) |
| SK Hynix | ~14% (estimate, pending formal conversion disclosure) |
Transaction: Bain sold an additional stake reducing from 36.86% to <30%. Total proceeds from this second transaction reported at ~$3.5B (per Nikkei). Bain remains the largest single declared shareholder.
| Holder | Type | Est. Stake | Notes |
|---|---|---|---|
| BCPE Pangea entities (Bain Capital) | PE sponsor | ~28–30% | Still largest shareholder; continuing to sell down |
| Toshiba Corporation | Strategic | ~27–30% | Subject to lock-up; minimal sales to date |
| SK Hynix | Strategic / financial | ~14% | Convertible bonds; voting restricted until 2028 |
| Hoya Corporation | Strategic | ~3% | Minor strategic holder |
| Free float / institutions | Public | ~28–35% | Rising as Bain sells; still below 35% TSE target |
Toshiba Corporation itself was taken private by Japan Industrial Partners (JIP) consortium in December 2023. So when you see “Toshiba” as a Kioxia shareholder, the beneficial owner is the JIP-controlled privatized Toshiba. JIP is a Japanese PE firm. Toshiba/JIP has been slower to sell than Bain, and there are no major secondary transactions on Toshiba’s side publicly reported through April 2026.
Standard TSE IPO lock-up for major shareholders: 180 days from listing date.
| Lock-up start | IPO listing date | December 18, 2024 |
|---|---|---|
| 180-day lock-up expiry | June 15–16, 2025 (approximately) |
This is consistent with search result reporting that “both Bain and Toshiba plan to sell after lock-up expires in June 2025.”
| Date | Event |
|---|---|
| Dec 18, 2024 | IPO listing |
| ~Jun 15–16, 2025 | 180-day lock-up expires for Bain and Toshiba |
| Nov 25, 2025 | Bain’s first post-lockup block sale: 36M shares at ¥9,000; $2.1–2.3B proceeds; stake 51.64% → 44.33% |
| Dec 3, 2025 | Regulatory filing confirms Bain stake at 44.33% |
| Late Feb/Mar 2026 | Bain second block sale: stake 36.86% → <30%; ~$3.5B proceeds |
| Through Apr 2026 | Toshiba has not conducted any material secondary sale (no public filings found) |
| 2028 | SK Hynix voting rights restriction expires; can deepen Kioxia involvement |
Yes — the IPO lock-up expired approximately June 15, 2025. Bain has executed two large secondary sales since then totaling approximately $5.6–5.8B in proceeds. Toshiba has not yet sold.
SK Hynix’s bonds have a different governance restriction: voting rights capped at ~15% through 2028, not a standard IPO lock-up. SK Hynix has not sold any Kioxia shares through April 2026 per available reporting.
| Metric | Value |
|---|---|
| Share price (Apr 24, 2026) | ¥34,580 |
| All-time high | ¥36,870 (Apr 14, 2026) |
| Shares outstanding | ~546 million |
| Market cap | ~¥18.9 trillion (~$126B at ¥150/$1) |
| Enterprise value | ~¥19.9 trillion |
| P/E (trailing) | ~113x |
| P/E (forward) | ~7.8x (based on strong FY2025 guidance) |
The stock has surged approximately 23.8x from its IPO price of ¥1,455 to ~¥34,580. This reflects the AI-driven NAND demand boom and the company’s rapid return to profitability after the 2022–2023 downturn.
| Fiscal Year | Revenue | YoY | Net Income | Net Margin |
|---|---|---|---|---|
| FY2023 (ended Mar 2024) | ¥1,077B | — | Loss | Negative |
| FY2024 (ended Mar 2025) | ¥1,706B | +58.5% | ¥272B | ~16% |
| FY2025 (ended Mar 2026) | ¥2,180–2,270B guidance | +28–33% | ¥460–520B (guidance) | ~21–23% |
FY2024 highlights: - Data center/enterprise SSD revenue surged ~300% YoY - Net debt/equity improved from 277% (FY2023) to 126% (FY2024)
FY2025 Q3 (Oct–Dec 2025): - Revenue: ¥543.6B, +21.3% QoQ, +20.8% YoY - Non-GAAP operating profit: ¥144.7B (26.6% margin), +66% QoQ - FCF: ¥85.7B (positive for 8 consecutive quarters)
Q4 FY2025 guidance (Jan–Mar 2026): - Revenue: ¥845–935B (massive sequential jump — AI data center demand surge) - Operating profit: ¥440–530B - Net income: ¥310–370B
If Q4 guidance is met, FY2025 full-year net income lands at ~¥460–520B — roughly 10x the FY2024 figure. This explains why the stock has re-rated so dramatically.
| Rank | Company | NAND Revenue Share |
|---|---|---|
| 1 | Samsung | 32.3% |
| 2 | SK Hynix | 19.3% |
| 3 | Kioxia | 15.3% |
| 4 | SanDisk (WD spin-off) | 12.4% |
| 5 | Micron | ~11% |
Kioxia holds the #3 position globally in NAND flash by revenue, with ~15% share. AI-driven demand has been the key driver of share gains.
Bain led a ¥2T (~$18B) buyout in 2018. The consortium held ~56–59% of the company after Toshiba’s retained 40.2% stake. Within the consortium, Bain itself (excluding LP co-investors like SK Hynix, DBJ, INCJ) held the majority of the GP/control position.
IPO-implied valuation vs. entry price: - Entry: ¥2T total deal / whole company implied value - IPO price (Dec 2024): ¥1,455/share × ~524M pre-IPO shares = ~¥762B total equity value - Kioxia IPO’d at less than half the 2018 deal price
This was a difficult outcome for Bain — the deal was done at the top of a cycle, NAND markets collapsed in 2019 and again in 2022–2023, and the WD merger exit path failed.
| Event | Price | Multiple vs IPO |
|---|---|---|
| IPO price | ¥1,455 | 1.0x |
| First block sale (Nov 2025) | ¥9,000 | 6.2x |
| Second block sale (Feb–Mar 2026) | ~¥20,000–25,000 (estimated) | ~14–17x |
| Current (Apr 2026) | ¥34,580 | 23.8x |
Note: The 14x figure cited in Korean media (Seoul Economic Daily, Mar 2026) refers to the stock price multiple from IPO to ~¥20,795 at the time of that article, not Bain’s return from the 2018 entry.
| Transaction | Shares Sold | Price | Gross Proceeds |
|---|---|---|---|
| IPO secondary (Dec 2024) | ~12.65M shares (estimate) | ¥1,455 | ~¥18.4B (~$123M) |
| Block sale 1 (Nov 2025) | 36M shares | ¥9,000–9,853 | ~¥325–355B (~$2.1–2.3B) |
| Block sale 2 (Feb–Mar 2026) | Estimated ~35–40M shares | ~¥20,000–25,000 (est.) | ~¥700–1,000B (~$3.5B) |
| Total realized to date | ~$5.7–5.9B |
Bain’s remaining ~28–30% stake (at ¥34,580/share, ~546M total shares) is worth approximately: - ~163M shares × ¥34,580 = ~¥5.6T (~$37B at ¥150/$1)
Total position value (realized + unrealized): roughly $43–44B
Against an original total deal cost of ~$18B (with leverage and co-investors), Bain’s pure equity IRR is exceptional given current prices — but the 6-year hold means the IRR compresses from what the multiples suggest on paper (the 2022–2023 downturn years were painful, and leverage servicing cost cash). The position is now a major PE success story, though it spent several years underwater relative to the 2018 enterprise value.
Bain is clearly in active exit mode — two large block sales already, and management specifically requested Bain sell more to hit the 35% float target. At current prices (~¥34,580), every 10% stake sold = ~¥950B (~$6.3B). Bain’s remaining ~28–30% is worth roughly ¥5.3–5.6T (~$35–37B) at current prices.
Given the 35% float requirement target, Toshiba (~27%) and Bain (~29%) together need to reduce their combined ~56% to ~65% float. This implies further significant sales from both. There is no reason for Bain to hold below current prices — the exit will be paced by market liquidity, not valuation thresholds.
Exact per-share entry cost (2018): Bain’s actual equity cheque and per-share equivalent are not publicly disclosed. The ¥2T deal included substantial debt financing and multiple co-investors; Bain’s direct equity capital is unknown.
Exact Bain IRR: Without the actual equity invested figure and the precise split between Bain-managed capital vs. co-investors (SK Hynix LP, DBJ, INCJ), a true IRR calculation is not possible from public sources.
Toshiba/JIP current precise stake: Post-Nov/Dec 2025 data from the IR page shows 27.25% as of Sep 30, 2025, but Toshiba has not sold material stakes through Q1 2026.
SK Hynix formal conversion: SK Hynix’s ~14% stake via convertible bonds may not yet be formally reflected as direct equity on the shareholder register. The 14% figure is widely cited but the conversion timing is not confirmed.
Q4 FY2025 actuals: Guidance points to a blowout quarter (¥845–935B revenue), but actual results have not been reported as of late April 2026.
The $112B US market cap figure in some search results appears inflated — likely using the OTC ADR price (KXIAY) and different share count methodology. The TSE-listed market cap at ¥34,580 × 546M shares = ~¥18.9T (~$126B at ¥150/$1). This still represents a dramatic re-rating.