Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)*

 

 

Acucela Inc.

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

00510T 109

(CUSIP Number)

Masashi Okuyama

Legal & Compliance Dept. of SBI Holdings, Inc.

SBI Holdings, Inc.

Izumi Garden Tower 19F, 1-6-1 Roppongi, Minato-ku, Tokyo 106-6019, Japan

+81-3-6229-0122

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 3, 2016

(Date of Event Which Requires Filing of This Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box:  ¨

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

 

 

*	The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

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SCHEDULE 13D

 

CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI Holdings, Inc.
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   8,351,225
				9		Sole dispositive power   -0-
				10		Shared dispositive power   8,351,225
11		Aggregate amount beneficially owned by each reporting person   8,351,225
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   22.3% (1)
14		Type of reporting person   CO (Corporation organized in Japan)

 

(1)

The calculations set forth in Row (13) for each Reporting Person is based on 37,445,276 shares of Common Stock, no par value, outstanding as of April 27, 2016, as reported on the Form 10-Q for the fiscal quarter ended March 31, 2016, filed by the Issuer with the Securities and Exchange Commission on May 10, 2016.

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CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI Capital Management Co., Ltd.
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   6,196,869
				9		Sole dispositive power   -0-
				10		Shared dispositive power   6,196,869
11		Aggregate amount beneficially owned by each reporting person   6,196,869
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   16.5%
14		Type of reporting person   CO (Corporation organized in Japan)

 

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CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI Investment Co., Ltd.
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   4,160,115
				9		Sole dispositive power   -0-
				10		Shared dispositive power   4,160,115
11		Aggregate amount beneficially owned by each reporting person   4,160,115
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   11.1%
14		Type of reporting person   CO (Corporation organized in Japan)

 

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CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI Incubation Co., Ltd.
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   2,154,356
				9		Sole dispositive power   -0-
				10		Shared dispositive power   2,154,356
11		Aggregate amount beneficially owned by each reporting person   2,154,356
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   5.8%
14		Type of reporting person   CO (Corporation organized in Japan)

 

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CUSIP No. 00510T 109

 

1		Name of reporting person:   BIOVISION Life Science Fund No.1
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   1,777,778
				9		Sole dispositive power   -0-
				10		Shared dispositive power   1,777,778
11		Aggregate amount beneficially owned by each reporting person   1,777,778
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   4.7%
14		Type of reporting person   PN (Limited partnership organized in Japan)

 

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CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI Bio Life Science Investment LPS
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   1,871,250
				9		Sole dispositive power   -0-
				10		Shared dispositive power   1,871,250
11		Aggregate amount beneficially owned by each reporting person   1,871,250
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   5.0%
14		Type of reporting person   PN (Limited partnership organized in Japan)

 

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CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI BB Mobile Investment LPS
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   258,582
				9		Sole dispositive power   -0-
				10		Shared dispositive power   258,582
11		Aggregate amount beneficially owned by each reporting person   258,582
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   0.7%
14		Type of reporting person   PN (Limited partnership organized in Japan)

 

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CUSIP No. 00510T 109

 

1		Name of reporting person:   SBI Phoenix No. 1 Investment LPS
2		Check the appropriate box if a member of a group (a)  x        (b)  ¨ Please see response to Item 5
3		SEC use only
4		Source of funds   OO
5		Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨
6		Citizenship or place of organization   Japan
Number of shares beneficially owned by each reporting person with				7		Sole voting power   -0-
				8		Shared voting power   252,505
				9		Sole dispositive power   -0-
				10		Shared dispositive power   252,505
11		Aggregate amount beneficially owned by each reporting person   252,505
12		Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13		Percent of class represented by amount in Row (11)   0.7%
14		Type of reporting person   PN (Limited partnership organized in Japan)

 

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SCHEDULE 13D

Acucela Inc.

EXPLANATORY NOTE

The Statement on Schedule 13D originally filed by the persons named therein with the Securities and Exchange Commission on February 20, 2014, as amended by Amendment No. 1 dated September 30, 2014 and filed October 10, 2014; Amendment No. 2 dated January 28, 2015 and filed January 30, 2015; Amendment No. 3 dated March 2, 2015 and filed March 3, 2015; Amendment No. 4 dated March 13, 2015 and filed March 17, 2015; Amendment No. 5 dated March 31, 2015 and filed April 3, 2015; Amendment No. 6 dated and filed April 8, 2015; Amendment No. 7 dated May 1, 2015 and filed May 14, 2015; and Amendment No. 8 dated November 26, 2015 and filed December 1, 2015 (as so amended, the Statement), is hereby amended with respect to the items set forth below by this Amendment No. 9 (this Amendment). Capitalized terms used herein and not otherwise defined have the meanings assigned to such terms in the Statement. Except as otherwise provided herein, each Item of the Statement remains unchanged.

 

Item 2.

Identity and Background.

Item 2 of the Statement is hereby deleted and replaced with the following:

Each of the following is hereinafter individually referred to as a Reporting Person and collectively as the Reporting Persons. This Statement is filed on behalf of:

SBI Holdings, Inc.

SBI Capital Management Co., Ltd.

SBI Investment Co., Ltd.

SBI Incubation Co., Ltd.

BIOVISION Life Science Fund No. 1

SBI Bio Life Science Investment LPS

SBI BB Mobile Investment LPS

SBI Phoenix No. 1 Investment LPS

The address for each Reporting Person is Izumi Garden Tower 19F, 1-6-1 Roppongi, Minato-ku, Tokyo 106-6019, Japan.

SBI Holdings, Inc., a corporation organized in Japan (SBI Holdings), is the parent company of the SBI Group, a financial services group in Japan.

The Common Stock is held directly by SBI Incubation Co., Ltd., BIOVISION Life Science Fund No. 1, SBI Bio Life Science Investment LPS, SBI BB Mobile Investment LPS, and SBI Phoenix No. 1 Investment LPS (collectively, the Direct Holders). Each is a corporation or private investment fund organized in Japan.

SBI Incubation Co., Ltd. is an indirect wholly-owned subsidiary of SBI Holdings.

SBI Capital Management Co., Ltd., a corporation organized in Japan (SBI Capital Management), is a wholly-owned subsidiary of SBI Holdings.

SBI Investment Co., Ltd., a corporation organized in Japan (SBI Investment), is a wholly-owned subsidiary of SBI Capital Management.

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SBI Investment is the sole general partner or the sole liquidator of BIOVISION Life Science Fund No. 1, SBI Bio Life Science Investment LPS, SBI BB Mobile Investment LPS, and SBI Phoenix No. 1 Investment LPS.

Set forth on Schedule A hereto and incorporated herein by reference, is the name, business address, principal occupation, and citizenship of each of SBI Holdings directors and executive officers. In their capacity as directors or executive officers of SBI Holdings, each may be deemed a person controlling the Reporting Persons. Each of the Reporting Persons disclaims beneficial ownership of the Common Stock, except to the extent of such Reporting Persons pecuniary interest therein.

During the past five years, none of the Reporting Persons, nor, to the knowledge of the Reporting Persons, any of the persons listed on Schedule A hereto, has been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 3.

Source and Amount of Funds or Other Consideration.

Item 3 of the Statement is hereby amended by adding the following paragraph to the end thereof:

On June 2, 2016 and June 3, 2016, SBI Incubation Co., Ltd. purchased 598,800 shares of Common Stock for an aggregate purchase price of $5,918,411, exclusive of any fees, commissions or other expenses (the Share Purchase). The 598,800 shares of Common Stock were purchased at a weighted average purchase price of $9.88 per share, at prices ranging from $9.34 to $11.14. The funds were provided from SBI Incubation Co., Ltd.s available cash resources.

SBI Incubation Co., Ltd. hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the purchases were effected.

 

Item 5.

Interest in Securities of the Issuer.

Item 5(a), (b) and (c) of the Statement are hereby deleted and replaced with the following:

(a), (b)

As of the date hereof, each of the Reporting Persons may be deemed to beneficially own the aggregate number of and percentage of Common Stock listed opposite its name:

 

Reporting Person		Amount Beneficially Owned1				Percent of Class2				Sole power to vote or direct the vote				Shared power to vote or direct the vote				Sole power to dispose or direct the disposition of				Shared power to dispose or direct the disposition of
SBI Holdings, Inc.			8,351,225				22.3	%			0				8,351,225				0				8,351,225
SBI Capital Management Co., Ltd.			6,196,869				16.5	%			0				6,196,869				0				6,196,869
SBI Investment Co., Ltd.			4,160,115				11.1	%			0				4,160,115				0				4,160,115
SBI Incubation Co., Ltd.			2,154,356				5.8	%			0				2,154,356				0				2,154,356
BIOVISION Life Science Fund No.1			1,777,778				4.7	%			0				1,777,778				0				1,777,778
SBI Bio Life Science Investment LPS			1,871,250				5.0	%			0				1,871,250				0				1,871,250
SBI BB Mobile Investment LPS			258,582				0.7	%			0				258,582				0				258,582
SBI Phoenix No. 1 Investment LPS			252,505				0.7	%			0				252,505				0				252,505

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1	Each of the Reporting Persons expressly disclaims beneficial ownership of the Common Stock, except to the extent of such Reporting Persons pecuniary interest therein.

2	The percentage ownership is based upon 37,445,276 outstanding shares as reported by the Issuer in its FORM 10-Q filed with the Securities and Exchange Commission on May 10, 2016.

(c) Other than with respect to the Share Purchase, none of (i) the Reporting Persons and, (ii) to the Reporting Persons knowledge, the persons set forth on Schedule A hereto has effected any transaction in the Issuers Common Stock during the past 60 days.

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SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: June 7, 2016

 

				SBI HOLDINGS, INC.
				By:		/s/ Yoshitaka Kitao
				Name:		Yoshitaka Kitao
				Title:		Representative Director, President & CEO
				SBI CAPITAL MANGEMENT CO., LTD.
				SBI INVESTMENT CO., LTD.,
				SBI INCUBATION CO., LTD.,
				BIOVISION LIFE SCIENCE FUND NO.1,
				SBI BIO LIFE SCIENCE INVESTMENT LPS,
				SBI BB MOBILE INVESTMENT LPS,
				AND
				SBI PHOENIX NO. 1 INVESTMENT LPS,
				By:		/s/ Katsuya Kawashima
				Name:		Katsuya Kawashima
				Title:		Authorized Signatory

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SCHEDULE A

The business address of each director and executive officer is c/o SBI Holdings, Inc., Izumi Garden Tower 19F, 1-6-1 Roppongi, Minato-ku, Tokyo 106-6019, Japan. Each director and executive officer is a citizen of Japan except for　Ayako Hirota Weissman, a citizen of the United States.

SBI HOLDINGS, INC. BOARD OF DIRECTORS

 

Name		Title		Present Occupation		Present Business Address
Yoshitaka Kitao		Representative Director, President & CEO		Representative Director and Chairman of SBI Investment Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director and Chairman of SBI SECURITIES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of Morningstar Japan K.K.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Japannext Co., Ltd.		3-1-1 Roppongi, Minato-ku, Tokyo, Japan
				Director and Chairman of SBI FINANCIAL SERVICES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director and Chairman of SBI Capital Management Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director & CEO of SBI Pharmaceuticals Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director and Chairman of SBI GLOBAL ASSET MANAGEMENT Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director of SBI Hong Kong Holdings Co., Limited		Suites 1101 & 1115-1116, 11th Floor, Two International Finance Centre, No. 8 Finance Street, Hong Kong
				Director of SBI ALA Hong Kong Co., Limited		Suites 1101 & 1115-1116, 11th Floor, Two International Finance Centre, No. 8 Finance Street, Hong Kong
Katsuya Kawashima		Representative Director, Senior Executive Vice President & Co-COO		Director of SBI SECURITIES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI FINANCIAL SERVICES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director and President of SBI Capital Management Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director and President of SBI Investment Co., Ltd Representative Director of SBI Incubation Co., Ltd. Representative Director of SBI Transscience Co., Ltd. Director of SBI Savings Bank		1-6-1 Roppongi, Minato-ku, Tokyo, Japan 1-6-1 Roppongi, Minato-ku, Tokyo, Japan 1-6-1 Roppongi, Minato-ku, Tokyo, Japan 9F~11F, East Tower, Center1, 26, Eulji-ro 5-gil, Jung-gu, Seoul, Korea

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Name		Title		Present Occupation		Present Business Address
Takashi Nakagawa		Representative Director, Senior Executive Vice President & Co-COO		Director of SBI Investment Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Capital Management Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Incubation Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Transscience Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Chairman of the Board of Directors of SBI AXES Co., Ltd.		2-1-1 Shibuya, Shibuya-ku, Tokyo, Japan
				Representative Director and President of SBI FINANCIAL SERVICES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director and Chairman of SBI MONEY PLAZA Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI SECURITIES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Tomoya Asakura		Director & Senior Managing Executive Officer		Representative Director & President of Morningstar Japan K.K.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Insurance Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI FINANCIAL SERVICES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director of Morningstar Asset Management Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director & President of SBI SSI Holdings Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Life Insurance Co., Ltd.		2-4-1, Nishishinjuku, Shinjuku-ku, Tokyo, Japan
				Representative Director, President & CEO of SBI GLOBAL ASSET MANAGEMENT Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI ENERGY Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director and Chairman of SBI Bond Investment Management Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Shumpei Morita		Director, Managing Executive Officer & CFO		Representative Director and President of SBI Business Solutions Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI FINANCIAL SERVICES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan

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Name		Title		Present Occupation		Present Business Address
				Director of SBI Capital Management Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Director of SBI Incubation Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
				Representative Director of SBI Art Auction Co., Ltd.		3-6-11, Ariake, Koto-ku, Tokyo, Japan
				Statutory Auditor of SBI Pharmaceuticals Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Kazuhiro Nakatsuka		Director, Managing Executive Officer		Representative Director of SBI ENERGY Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Masato Takamura		Director		Representative Director and President of SBI SECURITIES Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Tatsuo Shigemitsu		Director		Representative Director and President of SBI Liquidity Market Co., Ltd.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Masaki Yoshida		Director		Representative Director of YOSHIDAMASAKI INC.		4-2-27 Shibuya, Shibuya-ku, Tokyo, Japan
				Representative Director and Chairman of Watanabe Entertainment Co., Ltd.		4-2-12 Jingumae, Shibuya-ku, Tokyo, Japan
				Outside Director of KLab Inc.		6-10-1 Roppongi, Minato-ku, Tokyo, Japan
				Chairperson of Board of Trustees at WATANABE FOUNDATION FOR MUSIC & CULTURE		6-27-8 Jingumae Shibuya-ku, Tokyo, Japan
				Advisor of Giga Media Inc.		1-21-16 Yoyogi, Shibuya-ku, Tokyo, Japan
Kiyoshi Nagano		Outside Director		Outside Audit & Supervisory Board Member of Shin-Etsu Chemical Co., Ltd.		2-6-1 Otemachi, Chiyoda-ku, Tokyo, Japan
				Outside Director of LEC, INC.		3-15-1 Nihonbashi Hamacho, Chuo-ku, Tokyo, Japan
Keiji Watanabe		Outside Director		Independent Outside Director of ASAHI KOGYOSHA CO., LTD.		3-13-12 Mita, Minato-ku, Tokyo, Japan
				Outside Director of Aoyama Zaisan Networks Company, Limited		8-4-14 Akasaka, Minato-ku, Tokyo, Japan
Akihiro Tamaki		Outside Director		Representative Director of SiFA Co., Ltd.		1-22-19 Komaba, Meguro-ku, Tokyo, Japan
				External Corporate Auditor of Avex Group Holdings Inc.		1-6-1 Roppongi, Minato-ku, Tokyo, Japan
Masanao Marumono		Outside Director		Counsel for SMBC Green Service Co., Ltd.		3-3-15 Nishi Ishikiricho, Higashi Osaka-shi, Osaka, Japan

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Name		Title		Present Occupation		Present Business Address
				Director of Tokushukai, a medical corporation(a part-time position)		3-1-1, Kojimachi, Chiyoda-ku, Tokyo, Japan
				Executive Director of Japan Association of Employers of Persons with Severe Disabilities		3-11-11 Hatchobori, Chuo-ku, Tokyo, Japan
Teruhide Sato		Outside Director		Komisaris of PT MIDTRANS		Midplaza 2, 24th Floor Jl. Jend. Sudirman Kav. 10-11 Jakarta Pusat, 10220 Indonesia
				Director of BEENEXT PTE. LTD.		1 RAFFLES PLACE #29-02 ONE RAFFLES PLACE SINGAPORE, 048616
Ayako Hirota Weissman		Outside Director		Senior Vice President, Senior Portfolio Manager, Director of Asia Strategy of Horizon Kinetics LLC		470 Park Avenue South New York NY 10016
Yasumine Satake		Outside Director		Chairperson of the board of directors of The Japan Opera Foundation (established as a public interest incorporated foundation)		2-43-7 Uehara, Shibuya- Ku, Tokyo, Japan
				Outside Director of Legend Partners Ltd.		1-4-5 Roppongi, Minato-ku, Tokyo, Japan

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SBI HOLDINGS, INC. EXECUTIVE OFFICERS

 

Name		Title
Kenji Hirai		Executive Officer
Masayuki Yamada		Executive Officer
Makoto Miyazaki		Executive Officer
Kazuhito Uchio		Executive Officer
Hiroaki Morita		Executive Officer
Motoaki Shiino		Executive Officer