The Legal 500

‘Genuinely strong lawyers with experience of the market’, Freshfields Bruckhaus Deringer’s corporate practice excels at acting on high-value transactions for a selection of leading domestic sponsors and international banks, including Goldman Sachs and Morgan Stanley. ‘One of the best corporate lawyers in the country’, James Wood spearheads a six-partner team that also contains corporate and private equity specialist bengoshi Junzaburo Kiuchi. The pair provided deal counsel for D&M Holdings’ $434m auction and also represented Goldman Sachs on the tender offer for Universal Studios Japan. James Lawden is also recommended for his diverse practice.

Linklaters stabilised in 2008/09, following a reshuffle the previous year, and had a strong year, acting on a spread of cross-border and domestic deals. The practice’s work on the Jupiter Telecommunications acquisition of Mediatti Communications, one of the largest technology deals of 2008, underlines its reputation as ‘a highly sought-after team with an exemplary record’. Hiroya Yamazaki stands out from an impressive selection of bengoshi as a leading dealmaker, while Paul McNichol heads the practice.

Morrison & Foerster Ito & Mitomi combines a substantial complement of bengoshi with a team of leading international lawyers to form a ‘tight-knit, responsive, efficient’ corporate practice headed by ‘the most accomplished M&A lawyer available’, Ken Siegel. Although the group frequently represents foreign companies on inbound work, its track record of acting for Japanese corporates, such as Fujitsu, Hitachi, TDK and Toshiba, is its most prominent feature. The industry focus and transactional expertise has seen the team continue to be a strong choice for outbound deals, where, for example, it advised Ricoh on its $2.4bn acquisition of US-based IKON Office Solutions. Gary Smith has acted on a significant raft of these cross-border acquisitions.

Skadden, Arps, Slate, Meagher & Flom LLP was involved in a significant share of 2008/09’s headline-grabbing deals, despite losing key partner Kenju Watanabe to Paul Hastings Janofsky & Walker. The group’s roles for foreign financial institutions, such as Goldman Sachs, which it represented in relation to Takeda’s $8.8bn acquisition of Millennium Pharmaceuticals, have been matched by mandates for Japanese banks, for example, advising Sumitomo Mitsui on its $7.8bn acquisition of Nikko Cordial. As well as being able to tap into a strong international network, the team also boasts exceptional Japanese law credentials in the form of Mitsuhiro Kamiya and Nobuhisa Ishizuka.

Allen & Overy Gaikokuho Kyodo Jigyo Horitsu Jimusho has relocated Chris Swift from its Hong Kong office, while lead partner Stephen Mathews returns to London. The team advised on SMBC’s £500m investment in Barclays, a deal noteworthy for being a Japanese investment in a European bank during the credit crunch and for requiring a cohesion of Japanese and UK law capabilities. ‘A well-rounded and intelligent adviser’, Hidehiro Utsumi provided Japanese law advice on that deal and is part of a bengoshi team that provides ‘a comprehensive service’. Nobuo Nakata, who recently acted for Kishu Paper on a stock-for-stock exchange with Hokuetsu Paper, is also recommended.

The strength and depth of Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office’s local law practice has ensured a significant flow of domestic and cross-border deals in 2008/09. ‘Quick to react, and able to staff engagements effectively’, the 36-lawyer team includes Hiroshi Kondo, who is recognised for his ‘precise business advice’. Kondo recently represented Asahi Breweries in its acquisition of an Australian beverage business owned by Cadbury Schweppes. The number of lawyers at its disposal has given the team an edge for antitrust work and employment law where it has been able to dedicate resources in order to support its deal activity.

Very few firms have the spread of local and international law capabilities that Clifford Chance Law Office is able to wield. The group hired three bengoshi in 2008/09, adding to ranks already swollen with domestic corporate law expertise. Paul O’Regan heads the five-partner practice and provides ‘outstanding legal service’ with ‘great attention to detail’. In 2008, O’Regan acted alongside Naoki Watanabe to provide international and local law advice to Canadoil on the acquisition of Japanese manufacturer Benex. The team also advised NTT Data on the disposition of shares in NTT Data Financial.

Davis Polk & Wardwell’s corporate practice has, in Theodore Paradise and ‘powerhouse’ Eugene Gregor, two partners with a ‘detailed knowledge of the market’ and ‘flexibility and good business sense’. High-value cross-border transactions are the group’s speciality and 2008 saw several such deals, including work with Shionogi on its $1.4bn acquisition of Sciele Pharma.

Herbert Smith’s four-partner M&A practice is best known for its international law capabilities and for its outstanding track record in energy and TMT. ‘A well-established network and a very good awareness of the challenges of this market are crucial to the group’s appeal’, say clients, who also single out managing partner Steve Lewis as a ‘professional of the highest calibre’. The team recently added Canon, Konami and NTT Data as clients, acting for the latter on its €200m acquisition of a majority stake in Cirquent.

A batch of associate hires combined with the arrival of David Deck from Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office has helped Jones Day maintain pressure on the top of the market. With nine partners and a reputation for being ‘able to do what it takes to secure a positive scenario for a client’, the team excels at high-value cross-border M&A transactions. For example, Scott Jones and Ken Kiyohara advised Daiichi Sankyo on a $4.6bn acquisition of a majority equity interest in Ranbaxy Laboratories. Office managing partner Nobutoshi Yamanouchi is praised for his ‘sharp analytical skills’ and ‘thoughtful approach’ and Stephen DeCosse remains very active on international M&A matters.

Paul Hastings Janofsky & Walker welcomed the arrival of M&A expert Kenju Watanabe from Skadden, Arps, Slate, Meagher & Flom LLP, while partner Etsuo Doi departed to join Foley & Lardner. Although private equity and real estate capabilities remain central to the group’s reputation, its activity in 2008 was in general far broader, including advising Hitachi Construction on its acquisition of Wenco International Mining. Jun Usami is praised for having ‘an excellent mind for business’, while Edward Johnson is ‘a big draw for the firm’.

At Paul, Weiss, Rifkind, Wharton & Garrison LLP, the ‘impressive’ Kaye Naoko Yoshino heads a corporate practice which also includes Tong Yu, who displays a particular aptitude for advising on US-focused mandates. In 2008, the group acted as international counsel to Oaktree Capital on its $144m tender offer for a J-REIT, one of the most significant real estate deals of the year. ‘An obvious choice to instruct on a complex deal’, the team has received a flow of mandates from Citigroup, as well as frequently providing US counsel to Japanese corporates.

Under Kenneth Lebrun, Shearman & Sterling LLP’s corporate practice has gone from strength to strength, and the recent recruitment of Gregory Puff, former head of M&A at O’Melveny & Myers Gaikokuho Kyodojigyo Horitsujimusho, has raised its profile yet further. The team acted on a swathe of major outbound transactions, one recent example being a role advising Mizuho Corporate Bank on its strategic alliance with Evercore Partners. Able ‘to get the most out of a deal and go above and beyond what is necessary to keep the client satisfied’, the team also worked on Meiji Seika Kaisha and Meiji Dairies’ $6.2bn establishment of a joint holding company.

Although Simpson Thacher & Bartlett LLP’s corporate practice has a strong reputation for advising Japanese corporates engaged in outbound work, 2008’s most significant transactions featured roles for major US clients in Japan. One such example was the firm’s representation of AIG on the $1.2bn sale of its Japanese headquarters, while head of office David Sneider acted on another, Goldman Sachs’ advice to Sumitomo Mitsui in its purchase of Nikko Cordial for ¥545bn. Alan Cannon also advised on the latter and is regarded as ‘a great lawyer and an important figure at the firm’.

Sullivan & Cromwell LLP, led by Izumi Akai, a ‘massive presence to have on a negotiation’, had another excellent year acting on a swathe of high-end deals. Closely intertwined with the firm’s capital markets group, the team acts for domestic and foreign corporates on complex cross-border acquisitions, often with a prominent US aspect. For example, it advised Tokyo Marine Holdings on its $4.7bn acquisition of Philadelphia Consolidated.

Robert Grondine is the most widely recognised name in White & Case LLP- White & Case Law Offices (Registered Association)’s corporate practice, being ‘among only a handful of truly supreme foreign lawyers in Tokyo’. However, the depth of the bengoshi practice, described as ‘very competent, efficient and organised’, and the recent arrival of senior counsel Arthur Mitchell and Mark Goodrich, have given the team a competitive breadth of capabilities. Recent highlights include advising Beckman Coulter in connection with a $800m strategic divestment by Olympus. Brian Strawn is also recommended.

‘Well stocked with talented individuals’, Ashurst’s largely finance-dominated Tokyo practice has placed an increased emphasis on its corporate capabilities in 2008/09. That same period saw the team act on a stream of mandates for Japanese corporates such as Kirin Brewery, which it advised on its joint venture with Diageo, and JBIC, which it continues to advise on a regular basis. ‘Proactive’ and ‘never out of his depth’, John McClenahan is supported by an excellent complement of bengoshi, including Shoji Ushijima and Kensuke Inoue.

By no means the largest group in the market, Latham & Watkins Gaikokuho Jimu Bengoshi Jimusho’s corporate practice, headed by Michael Yoshii, has nevertheless picked up a significant share of high-profile inbound and outbound mandates. Recent highlights, including working with Beckman Coulter on its acquisition of part of Olympus’ business and advising Lion Power Holdings on its acquisition of Senoko Power, confirm the team’s reputation as ‘highly effective on M&A matters’. The ‘immensely gifted’ Ryan Dwyer is also a key figure for outbound work.

Lovells Horitsu Jimusho Gaikokuho Kyodo Jigyo’s corporate team made significant headway in re-establishing themselves in the market, following 2008’s reshuffle. Rika Beppu, a ‘very experienced’ lawyer with ‘a full set of skills with which to offer the best service’, heads a small team recently augmented by the transfer of two senior associates. Mandates for Japanese clients doing business in Asia have been at the fore of the team’s activity, such as advising SoftBank on its $400m acquisition of shares in Oak Pacific Interactive.

‘Set up to deliver exactly to our needs’, say clients, Bingham McCutchen Murase, Sakai Mimura Aizawa - Foreign Law Joint Enterprise has prospered due to its impressive volume of outbound work and its insolvency prowess. Len Matsunaga is recommended for his ‘great attitude and speed of thought’.

DLA Piper Tokyo Partnership’s international reach and the cross-border M&A capabilities of its two-partner Tokyo team have led to a flow of mandates in 2008/09. Office managing partner Lance Miller is ‘someone in whom clients have complete faith’ and often advises on the Japanese aspects of major global acquisitions. Daniel Lee was recently appointed to counsel and provides considerable expertise on Korean M&A-related matters.

One of Milbank, Tweed, Hadley & McCloy’s strengths in Tokyo is in advising energy clients on M&A matters, largely in a cross-border context. For example, in 2008 the team represented Kyushu Electric on its acquisition of a share in a development consortium. Darrel Holstein led on this deal and is ‘a remarkably talented lawyer’, who is also praised by clients for his ‘strong sector-specific knowledge’.

O’Melveny & Myers Gaikokuho Kyodojigyo Horitsujimusho boasts a practice rich in experience of cross-border M&A transactions, particularly those involving a real estate or restructuring element. The team’s clients include major corporates such as Honda and Mitsui Chemicals, as well as several global private equity clients active in the Japanese markets. Dale Araki is recommended.

Led by Mark Weeks and Shintaro Kuroda, Orrick, Herrington & Sutcliffe LLP has ‘a range of smart and talented lawyers’ who are adept at handling both international and domestic M&A matters. Sergey Milanov’s practice focuses on deals between Japanese and Russian corporates, with the energy industry being a particular area of strength. One highlight of 2008 was acting for Toyota Tsusho on a joint venture for the development of a power station.

Jason Daniels arrived from London in 2008 to head Simmons & Simmons in association with TMI Associates’s Tokyo office. Experienced at handling cross-border M&A matters, Daniels recently advised Mitsubishi UFJ on its alliance with Aberdeen Asset Management.

Squire Sanders Gaikokuho Kyodo Jigyo Horitsu Jimusho has several partners with M&A experience, including Tokyo office managing partner Steven Doi and Ken Kurosu. The group has a large stable of Japanese corporate clients and continues to act on a healthy selection of domestic and cross-border deals.