Trends in ESG Disclosure

Please note that the original article is in Japanese. The following is a summary of its content. Mandatory Climate Disclosure for TSE Prime Market A 2021 Nikkei article announced that companies listed on the Tokyo Stock Exchange’s (TSE) new Prime Market (launching April 2022) will effectively be required to disclose climate change risks based on …
(Update) Nasdaq: Rule Revisions Regarding Board Diversity

This article is an update to our post from December 15, “[Nasdaq: Rule Revisions Regarding Board Diversity]” Overview of the Board Diversity Rule In December of last year, Nasdaq compiled and submitted a proposed rule change regarding board diversity to the SEC. On August 6, 2021, the SEC approved this regulatory amendment. The purposes …
Announcement: Four New Members Join Our Firm

We are pleased to announce that Takehiro Kamigama has joined our firm as an Executive Fellow, Hiroshi Nakata and Joseph P. Schmelzeis Jr. have joined as Advisors, and Morimasa Ueda has joined as a Technical Advisor. Takehiro Kamigama After serving as President and Representative Director of TDK Corporation for 12 years beginning in 2006, Mr. …
The Potential for FPI Listings via SPAC Schemes

Regarding SPACs, a topic on which we continue to receive many inquiries, a very interesting case has recently emerged that we would like to introduce. Note: For details on the standard SPAC listing scheme, please see this article:“A Look Behind the Scenes of a U.S. SPAC Listing, Explained Using the Largest Deal of 2020“ A …
A Look Behind the Scenes of a U.S. SPAC Listing, Explained Using the Largest Deal of 2020

Introduction Regarding SPACs, a topic on which our firm receives inquiries almost weekly, we will use the case of QuantumScape Corporation, said to be the largest SPAC deal of 2020, to explain how they are specifically formed and what requirements and procedures are necessary. QuantumScape was originally a solid-state battery developer founded in 2010 by …
Background of SEC Registration Following Sawai Pharmaceutical’s Holding Company Transition

Please note that the original article is in Japanese. The following is a summary of its content. A Domestic Reorganization Triggers SEC Registration On April 1, 2021, Sawai Pharmaceutical Co., Ltd. established Sawai Group Holdings Co., Ltd. (Sawai GHD) as its new parent company via a stock transfer. The business driver for this move was …
Announcing Co-Hosted IPO Seminar with Nasdaq

【Seminar】A Thorough Explanation of Nasdaq IPOs: From the Latest Information to the Actual Process In December 2020, Medirom Healthcare Technologies Inc., the healthcare services company behind the “Re.Ra.Ku” relaxation studios, successfully listed on Nasdaq, bringing increasing attention to the Nasdaq market. Medirom was the first company since Internet Initiative Japan Inc. (IIJ) in 1999—a 21-year …
Litigation Risks and Countermeasures Arising from the 2021 LIBOR Cessation

In November 2020, the U.S. presidential election unfolded as a close contest between the incumbent, President Donald Trump, and the Democratic candidate, Joe Biden. Although President Trump is currently alleging election fraud, media reports view Mr. Biden’s electoral victory as certain. Regardless of who becomes the U.S. president in 2021, one matter that must be …
Nasdaq Revises Rules Regarding Board Diversity

On December 1, 2020, Nasdaq decided to change its rules regarding the diversity of the boards of directors for Nasdaq-listed companies. In accordance with this rule change, companies listed on Nasdaq are now required to appoint at least two diverse directors or, if they cannot meet the requirement, explain the reason for not doing so …
Medirom to List on Nasdaq

Medirom Healthcare Technologies Inc. , a healthcare services company that operates “Re.Ra.Ku” relaxation studios primarily in the Kanto region, has received approval for its planned IPO on Nasdaq. Having recently completed its registration application with the SEC, the company is expected to list on Nasdaq as early as this month (December 2020). If Medirom lists …