UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 2023
Commission File Number: 001-41814
Lead Real Estate Co., Ltd
6F, MFPR Shibuya Nanpeidai Building 16-11
Nampeidai-cho, Shibuya-ku
Tokyo, 150-0036, Japan
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
On September 26, 2023, Lead Real Estate Co., Ltd (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with EF Hutton, division of Benchmark Investments, LLC, and Boustead Securities, LLC, as representatives of the several underwriters listed on Schedule 1 to the Underwriting Agreement (the “Representatives”), relating to the Company’s initial public offering (the “IPO”) of 1,143,000 American Depositary Shares (the “ADSs”). Each ADS represents one ordinary share of the Company.
On September 29, 2023, the Company closed the IPO. The Company completed the IPO pursuant to its registration statement on Form F-1 (File No. 333-266762), which was initially filed with the U.S. Securities and Exchange Commission (the “SEC”) on August 11, 2022, as amended, and declared effective by the SEC on September 26, 2023. The ADSs were priced at $7.00 per ADS, and the offering was conducted on a firm commitment basis. The ADSs were approved for listing on The Nasdaq Global Market and commenced trading under the ticker symbol “LRE” on September 27, 2023.
In connection with the IPO, the Company issued a press release on September 26, 2023 announcing the pricing and trading of the IPO, and a press release on September 29, 2023 announcing the closing of the IPO.
Copies of the two press releases are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.
This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
EXHIBIT INDEX
| Exhibit No |
Description | |
| 99.1 | Press Release on Pricing of the Company’s Initial Public Offering | |
| 99.2 | Press Release on Closing of the Company’s Initial Public Offering |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Lead Real Estate Co., Ltd | ||
| By: | /s/ Eiji Nagahara | |
| Eiji Nagahara | ||
| Representative Director, President, and Chief Executive Officer | ||
Date: September 29, 2023
Exhibit 99.1
Lead Real Estate Co., Ltd Announces Pricing of Initial Public Offering
Tokyo, Japan, Sept. 26, 2023 (GLOBE NEWSWIRE) -- Lead Real Estate Co., Ltd (the “Company,” Expected Nasdaq Ticker Symbol: LRE), a growing Japanese real estate developer of luxury residential properties, including single-family homes and condominiums, across Tokyo and Kanagawa prefecture, today announced the pricing of its initial public offering (the “Offering”) of 1,143,000 American Depositary Shares (“ADSs”) at a public offering price of $7.00 per ADS for a total of $8,001,000 of gross proceeds to the Company, before deducting underwriting discounts and offering expenses. Each ADS represents one ordinary share of the Company.
The Company has granted a 45-day option to the underwriters to purchase up to 171,450 additional ADSs, representing 15% of the ADSs sold in this Offering, solely to cover over-allotments, if any, less the underwriting discount. The ADSs are expected to begin trading on the Nasdaq Global Market tomorrow, September 27, 2023, under the symbol "LRE." The Offering is expected to close on September 29, 2023, subject to customary closing conditions.
EF Hutton, division of Benchmark Investments, LLC, and Boustead Securities, LLC are acting as the joint book-running managers for the Offering.
A registration statement on Form F-1, as amended (File No. 333-266762) relating to the Offering was filed with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effective on September 26, 2023. The Offering is being made only by means of a prospectus, forming part of the effective registration statement. A copy of the final prospectus related to the offering may be obtained, when available, from EF Hutton, division of Benchmark Investments, LLC, 590 Madison Avenue, 39th Floor, New York, NY 10022, Attention: Syndicate Department, or via email at syndicate@efhuttongroup.com or telephone at (212) 404-7002. In addition, a copy of the final prospectus, when available, relating to the Offering may be obtained via the SEC's website at www.sec.gov.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Lead Real Estate Co., Ltd
Lead Real Estate Co., Ltd is a Japanese developer of luxury residential properties, including single-family homes and condominiums, across Tokyo and Kanagawa prefecture. In addition, the Company operates hotels in Tokyo and leases apartment building units to individual customers in Japan and Dallas, Texas.
The Company’s mission is to serve its customers by offering stylish, safe, and luxurious living. The Company’s vision is to adopt the Kaizen (continuous improvement) approach to seek to improve its operations, and to leverage its nationally recognized, award-winning luxury homes and strong market position in the luxury residential property market in Tokyo and Kanagawa prefecture to create a global transaction platform allowing access to prime Japanese condominiums as well as overseas condominiums, including in the U.S. and Hong Kong.
For more information, please visit the Company’s website at: https://www.lead-real.co.jp/en/.
Forward-Looking Statements
Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute "forward-looking statements" within the meaning of The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the expected trading commencement and closing dates. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all, and other factors discussed in the "Risk Factors" section of the preliminary prospectus filed with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and Lead Real Estate Co., Ltd specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
Contact Information:
For Media and Investor Relations:
Daisuke Takahashi
Chief Financial Officer
Lead Real Estate Co., Ltd
d-takahashi@lead-real.co.jp
+81 03-5784-5127
Skyline Corporate Communications Group, LLC
Scott Powell, President
One Rockefeller Plaza, 11th Floor
New York, NY 10020
Office: (646) 893-5835
Email: info@skylineccg.com
Exhibit 99.2
Lead Real Estate Co., Ltd Announces Closing of Initial Public Offering
Tokyo, September 29, 2023 (GLOBE NEWSWIRE) – Lead Real Estate Co., Ltd (the “Company,” Nasdaq: LRE), a Japanese real estate developer of luxury residential properties, including single-family homes and condominiums, across Tokyo and Kanagawa prefecture, announced today the closing of its previously announced initial public offering (the “Offering”) of 1,143,000 American Depositary Shares (“ADSs”) at a price of $7.00 per ADS to the public for a total of $8,001,000 of gross proceeds to the Company, before deducting underwriting discounts and offering expenses. Each ADS represents one ordinary share of the Company. The Company has granted a 45-day option to the underwriters to purchase up to 171,450 additional ADSs, representing 15% of the ADSs sold in this Offering, solely to cover over-allotments, if any, less the underwriting discount. The ADSs began trading on the Nasdaq Global Market on September 27, 2023 under the symbol "LRE."
EF Hutton, division of Benchmark Investments, LLC, and Boustead Securities, LLC acted as the joint book-running managers for the Offering. Hunter Taubman Fischer & Li LLC acted as U.S. counsel to the Company, and Loeb & Loeb LLP acted as U.S. counsel to the joint book-running managers in connection with the Offering.
A registration statement on Form F-1, as amended (File No. 333-266762) relating to the Offering was filed with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effective on September 26, 2023. The Offering was made only by means of a prospectus, forming part of the effective registration statement. A copy of the final prospectus related to the offering may be obtained from EF Hutton, division of Benchmark Investments, LLC, 590 Madison Avenue, 39th Floor, New York, NY 10022, Attention: Syndicate Department, or via email at syndicate@efhuttongroup.com or telephone at (212) 404-7002. In addition, a copy of the final prospectus relating to the offering may be obtained via the SEC's website at www.sec.gov.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Lead Real Estate Co., Ltd
Lead Real Estate Co., Ltd is a Japanese developer of luxury residential properties, including single-family homes and condominiums, across Tokyo and Kanagawa prefecture. In addition, the Company operates hotels in Tokyo and leases apartment building units to individual customers in Japan and Dallas, Texas.
The Company’s mission is to serve its customers by offering stylish, safe, and luxurious living. The Company’s vision is to adopt the Kaizen (continuous improvement) approach to seek to improve its operations, and to leverage its nationally recognized, award-winning luxury homes and strong market position in the luxury residential property market in Tokyo and Kanagawa prefecture to create a global transaction platform allowing access to prime Japanese condominiums as well as overseas condominiums, including in the U.S. and Hong Kong.
For more information, please visit our website at: https://www.lead-real.co.jp/en/
Forward-Looking Statements
Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute "forward-looking statements" within the meaning of The Private Securities Litigation Reform Act of 1995. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and other factors discussed in the "Risk Factors" section of the preliminary prospectus filed with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
Contact Information:
For Media and Investor Relations:
Daisuke Takahashi
Chief Financial Officer
Lead Real Estate Co., Ltd
d-takahashi@lead-real.co.jp
+81 03-5784-5127
Skyline Corporate Communications Group, LLC
Scott Powell, President
One Rockefeller Plaza, 11th Floor
New York, NY 10020
Office: (646) 893-5835
Email: info@skylineccg.com