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Correspondence 0001213900-24-065545 from Asahi Kasei Corp (CIK 0001446531)

Asahi Kasei Corp (CIK 0001446531)
Date: Aug. 6, 2024 · CIK: 0001446531 · Accession: 0001213900-24-065545

Regulatory Compliance Offering / Registration Process Financial Reporting

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Referenced dates: August 2, 2024

Date
Aug. 6, 2024
Author
/s/ Adam Brenneman
Form
CORRESP
Company
Asahi Kasei Corp (CIK 0001446531)

Letter

Via EDGAR Correspondence United States Securities and Exchange Commission Division of Corporation Finance Office of Mergers and Acquisitions Attention: Blake Grady Re: Asahi Kasei Corporation Calliditas Therapeutics AB Schedule TO-T/A filed August 1, 2024 by Asahi Kasei Corporation File No. 005-91523

Dear Mr. Grady:

On behalf of our client, Asahi Kasei Corporation, a Japanese corporation, we respectfully acknowledge receipt of the comment of the Staff of the Division of Corporation Finance of the Securities and Exchange Commission, with respect to the Buyer’s Schedule TO-T/A filed on August 1, 2024 (File No. 005-91523), contained in your comment letter dated August 2, 2024 and acknowledge that if our client decided to rely on the guidance provided in Section II.C.5 of SEC Release No. 34-58597 (Sept. 19, 2008), it would need to revise the offer materials to comply with the conditions to reliance on that guidance. Our client has not yet made a determination that it wishes to rely on the aforementioned guidance, but if and when it does, we would expect to fully comply with the requirements set forth therein, and we would advise you as to how our client would satisfy the procedural requirements to rely on it.

Sincerely,
/s/ Adam Brenneman

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CORRESP
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    AMERICAS

                                                                                NEW YORK

                                                                                SAN FRANCISCO

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                                                                                SILICON VALLEY

                                                                                WASHINGTON, D.C.

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    D: +1 212-225-2704

abrenneman@cgsh.com

    EUROPE & MIDDLE EAST

    ABU DHABI

BRUSSELS

COLOGNE

FRANKFURT

LONDON

MILAN

PARIS

ROME

Cleary,
Gottlieb, Steen & Hamilton LLP

One
Liberty Plaza

New
York, New York 10006

TEL +1 212-225-2704

Adam
brenneman

EMAIL: abrenneman@cgsh.com

August 6, 2024

Via EDGAR Correspondence

United States Securities and Exchange Commission

Division of Corporation
Finance

Office of Mergers and
Acquisitions

Attention:
Blake Grady

Washington, D.C. 20549-4561

 Re: Asahi
Kasei Corporation

Calliditas Therapeutics AB

Schedule TO-T/A filed August 1, 2024 by Asahi Kasei

Corporation File No. 005-91523

Dear Mr. Grady:

On behalf of our client, Asahi Kasei Corporation,
a Japanese corporation, we respectfully acknowledge receipt of the comment of the Staff of the Division of Corporation Finance of the
Securities and Exchange Commission, with respect to the Buyer’s Schedule TO-T/A filed on August 1, 2024 (File No. 005-91523),
contained in your comment letter dated August 2, 2024 and acknowledge that if our client decided to rely on the guidance provided in Section
II.C.5 of SEC Release No. 34-58597 (Sept. 19, 2008), it would need to revise the offer materials to comply with the conditions to reliance
on that guidance. Our client has not yet made a determination that it wishes to rely on the aforementioned guidance, but if and when it
does, we would expect to fully comply with the requirements set forth therein, and we would advise you as to how our client would satisfy
the procedural requirements to rely on it.

Sincerely,

    /s/ Adam Brenneman

    Name: Adam Brenneman

    cc:

    Shinichiro Haga

    Asahi Kasei Corporation

    1-1-2 Yurakucho, Chiyoda-Ku

    Tokyo, Japan 100-0006

Cleary Gottlieb Steen &
Hamilton LLP or an affiliated entity has an office in each of the locations listed above.