Medirom Healthcare Technologies Inc. current report, Q2 FY2022

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SEC Form 6-K Summary

Business Context and Reporting Period

Medirom Healthcare Technologies Inc., a Japanese foreign private issuer, furnished this Form 6-K for May 2022. The filing reports a Nasdaq continued-listing compliance matter related to the delayed filing of the Company’s Form 20-F for the year ended December 31, 2021.

Key Financial and Operating Metrics

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other financial performance data.

Material Changes Versus the Prior Comparable Period

  • The Company previously reported through a Form 12b-25 filed on April 28, 2022 that it was delayed in filing its 2021 Form 20-F.
  • On May 17, 2022, Nasdaq notified the Company that it was not compliant with Nasdaq Listing Rule 5250(c)(1), which requires timely periodic financial reporting.
  • The Company has 60 calendar days from the notice date to submit a plan to regain compliance and intends to file the Form 20-F before that period expires.

Outlook, Risks, and Unusual Items

  • The Nasdaq notice has no immediate effect on the listing or trading of the Company’s American Depositary Shares.
  • The Company cautions that Nasdaq may not accept its compliance plan and that the Company may not regain compliance within any extension period granted.
  • The filing contains customary forward-looking statement warnings, including risks described in the Company’s prior Form 20-F and other SEC filings.
  • The Company issued a related press release on May 18, 2022, furnished as Exhibit 99.1. The press release is not deemed filed for purposes of Section 18 of the Securities Exchange Act.

Important Facts for Investors to Verify

  • Whether the Company filed its 2021 Form 20-F within the 60-day period following the May 17 Nasdaq notice.
  • Whether Nasdaq accepted the Company’s compliance plan or granted additional time.
  • Whether the delayed filing or listing compliance issue resulted in any subsequent trading, listing, or regulatory action.
  • The Company’s financial results, liquidity, debt, and other performance metrics in the eventual 2021 Form 20-F.