Corporate / M&A / Commercial Transactions

Corporate/M&A

Our Corporate and M&A team has extensive legal experience at leading global and Japanese law firms in the full range of public and private cross-border and domestic transactions including mergers, acquisitions, joint ventures, strategic alliances, share transfers, TOBs, and MBOs. The transactions cover various industries such as technology, healthcare, financial services, manufacturing, and consumer markets.

 

While our team has broad and substantial experience representing large multi-national corporations, our firm’s focus is on emerging growth and middle-market foreign companies who are interested in investing in Japan and Japanese corporations who are looking to expand their market share abroad.

 

Our team also provides companies with legal advice on setting up a Japanese entity (including corporations (kabushiki kaisha), limited liability companies (godo kaisha), branches, etc.) for foreign companies that are interested in starting a business in Japan. We also advise on corporate governance, corporate maintenance, and other corporate legal and regulatory requirements.

Representative Work

  • Represented foreign and Japanese companies in relation to joint ventures, cross-border M&A, and private equity investments.
  • Represented a global Japanese manufacturer in the divesture of its share ownership in its French subsidiary.
  • Represented a Japanese leading telecommunication facilities service provider, in its acquisition of a majority stake in a holding company for various US-based companies which provide data center engineering, construction and maintenance services.
  • Represented a Japanese agrochemical company with extensive global operations in the sale of its Japanese subsidiary.
  • Represented a leading Japanese mining company with global mining operations in a joint venture with a Chilean company and a major Japanese trading company.
  • Represented a leading Japanese airlines in its joint venture with a global Canadian-based entity.
  • Represented a global consulting firm in its acquisition of a minority equity interest in a Singapore-based outsourcing company with operations throughout Southeast Asia.
  • Represented a US-based global marketing and corporate communications company in its acquisition of a majority stake in a Japanese online medical communications agency from a large Japanese trading company and a number of Japanese venture capital funds.
  • Represented a major Japanese bank in respect of a transaction with a Japanese airline company.
  • Represented a major Japanese chemical company in respect of a stock-for-stock exchange transaction with its listed subsidiary.
  • Represented a major Japanese chemical company for a TOB and a minority squeeze-out in relation to an acquisition of a listed company.
  • Represented Japan Airlines’ acquisition of Airbus A350 airplanes in a landmark deal in October 2013.

Commercial Transactions

We provide advice on all forms and types of commercial contracts including license, manufacturing, sales, services, distribution, and supply agreements. Our approach is to understand the client’s business needs so that we can give the client appropriate legal advice that takes into consideration any commercial risks.

Representative Work

  • Represented numerous foreign and Japanese companies in commercial transactional matters such as supply and distribution agreements, software license agreements, manufacturing agreements, and sales and service agreements.