The author is a Reuters Breakingviews columnist. The opinions expressed are her own.

By Una Galani

HONG KONG, June 12 (Reuters Breakingviews) - Japan has become the world's hottest private equity market. So it is perhaps fitting that one of the country’s biggest buyout wreckages is finally being cleared up. Marelli, a supplier of parts to automakers Nissan Motor 7201.T and Stellantis STLAM.MI, on Wednesday voluntarily filed for bankruptcy protection in the United States to restructure debt of around 700 billion yen, about $4.9 billion. It's a painful ending for owner KKR KKR.N but one that will help the private equity giant steer around the pileup.

Marelli's decision to initiate Chapter 11 proceedings in the United States for the maker of lighting, interiors and chassis solutions is the latest twist in the long-running saga. A consortium of overseas creditors led by Strategic Value Partners, Deutsche Bank DBKGn.DE and South Korea's MBK will provide $1.1 billion of debtor-in-possession financing and take ownership if no superior offer emerges within a 45-day period, two people familiar with the situation told Reuters Breakingviews.

That’s not a foregone conclusion. Samvardhana Motherson International SAMD.NS, the Indian supplier of car wiring, mirrors and other parts, may yet submit an offer if it can gather financing. The $13 billion group’s earlier buyout proposal won the backing of Marelli customers and Japanese lenders led by Mizuho Financial Group 8411.T, but failed to secure the support of international creditors.

Finding a strong strategic owner for Marelli would be some consolation for Japan, whose auto industry is both an export engine and key employer. KKR will suffer a $2.6 billion writedown, most of which it has incurred already. Yet a successful restructuring would limit its embarrassment in the country that is the anchor for the buyout firm’s Asia Pacific strategy, representing 36% of the fair value of its investments in the region. Despite the Marelli crash, the firm has generated an impressive 37% gross internal rate of return across 15 investments since 2010.

The buyout came straight from a private equity owner’s manual: borrow large sums to pluck unloved divisions out of companies, mash them together, hack out costs, improve efficiency and find more customers. KKR kicked off by acquiring Japan’s Nissan-backed Calsonic Kansei for up to $4.5 billion in 2016, and then in 2019 paid about $6.5 billion to extract Italy’s Magneti Marelli from what was then Fiat Chrysler Automotive.

Challenges came thick and fast, however. Travel restrictions during the pandemic meant the Italian and Japanese engineers were unable to work side by side, while the arrest of Carlos Ghosn, the ousted chair of Nissan, precipitated turmoil at Marelli’s top customer. Now the entire auto industry is straining to adjust to the rise of electric vehicles, drowning in overcapacity, and reeling from U.S. President Donald Trump’s tariffs.

Marelli had already rejigged its debt, back in 2022. Its problems now look slightly less specific to KKR's ownership. The final chapter of this disastrous deal will nonetheless serve as a reminder to the rest Japan Inc. of what can go wrong in its current buyout boom.

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CONTEXT NEWS

Japanese auto-parts supplier Marelli has initiated voluntary U.S. Chapter 11 proceedings to restructure its long-term debt, the company owned by U.S. private equity firm KKR said on June 11.

Approximately 80% of lenders have signed an agreement to support a restructuring that will provide $1.1 billion of debtor-in-possession financing from lenders, Marelli said. Lenders providing the DIP financing will take ownership of the business when it emerges from Chapter 11 if no superior proposal emerges during a 45-day "overbid" process, it added.

In May, Marelli put forward a restructuring plan focused on a buyout by India's Samvardhana Motherson International but the proposal divided Japanese and foreign creditors, the Nikkei reported, citing unnamed sources.

Japanese lenders to Marelli include Mizuho, Japan Bank for International Cooperation and Development Bank of Japan. Strategic Value Partners, a credit investor, is the largest of the foreign creditors.

(Editing by Peter Thal Larsen; Production by Aditya Srivastav)

((For previous columns by the author, Reuters customers can click on GALANI/ una.galani@thomsonreuters.com))