We advised the international joint lead managers and joint bookrunners on the offering

Davis Polk advised the international joint lead managers and joint bookrunners in connection with the initial public offering of 23,129,900 shares of common stock and Tokyo Stock Exchange listing of NS Group, Inc.

The shares were sold by BCPE Say Cayman, L.P. and BCPE Say Cayman2, L.P., entities controlled by Bain Capital, as the selling shareholders. The global offering consisted of a public offering in Japan and an international offering outside Japan pursuant to Rule 144A and Regulation S. The Japanese underwriters have an over-allotment option with respect to 3,469,400 shares. Assuming full exercise of the over-allotment option, the aggregate proceeds of the global offering will be approximately ¥39.4 billion (approximately $254 million).

NS Group is a provider of rent guarantee services and rent collection services to tenants and rental real estate companies throughout Japan.

The Davis Polk corporate team included partners Jon Gray and Christopher Kodama, counsel Chihiro Sasaki and associates Ayano Kitano and Yoshi Kusama Sanders. Counsel Alon Gurfinkel and associate Ya Sheng Lin provided tax advice. Counsel Chaoyuan (Charles) Shi provided ERISA advice. Members of the Davis Polk team are based in the Tokyo, London and New York offices.