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ENEOS buys out Goldman to take full control of road builder NIPPO

The Japanese refiner ends the co-ownership it set up when the pair took NIPPO private in 2021.

M&A News deals deskIndustrials / Road construction · Japan, Asia-Pacific23 Oct 2026

ENEOS Holdings has agreed to buy the 65% of NIPPO parent Roadmap Holdings owned by Goldman Sachs vehicles, making Japan's largest road-paving contractor a wholly owned subsidiary.

Why ENEOS Holdings is buying Roadmap Holdings (NIPPO parent) – 65% held by Goldman Sachs vehicles

ENEOS said the business environment and its growth strategy had changed since the 2021 take-private, when the plan was for NIPPO to relist. With decarbonisation possibly slower than expected, it is prioritising earnings from its core businesses. Full ownership is meant to optimise the asphalt supply chain from refinery to road surface, allow joint development of asphalt materials, use NIPPO's skills on idle group land, and link with NIPPO's overseas operations in South-East Asia.

Deal terms and financing

ENEOS is buying 149.7m common shares and 240.3m non-voting shares in Roadmap Holdings, together 65% of the issued shares. The sellers are Ether Holdings GK and J.L.Q LLC, both indirectly owned by The Goldman Sachs Group. The price was not disclosed. On an FY2025 reference basis, NIPPO's contribution to net profit attributable to ENEOS shareholders would rise from ¥10.7bn to ¥27.9bn.

Regulatory approvals and timing

The board approved the deal and the contract was signed on 23 October 2026, with the share transfer due in November 2026. ENEOS expects only a minor effect on its 2026 fiscal year results.

Market context

ENEOS and Goldman Sachs took NIPPO private in 2021, ending a parent-subsidiary listing. Before this deal ENEOS held 35% of Roadmap's shares and 50.1% of its voting rights, and Roadmap was already a consolidated subsidiary.

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