The Legal 500

‘Solution-driven’ Freshfields Bruckhaus Deringer offers a seamless corporate & M&A service that includes regulatory, antitrust, employment and disputes expertise. The firm also has a top tier insolvency practice. Indeed, ‘the range and approach of the firm’s offerings are unique in the Japanese legal market’. The firm advised Macquarie Goodman Japan on a M&A transaction in relation to TSE listed J-REP Co; Sompo Japan Insurance and NKSJ Holdings on the acquisition of Turkish non-life insurance company Fiba Sigorta and the subsequent co-investment by the European Bank for Reconstruction and Development; and a private equity consortium led by Nordic Capital and Credit Suisse as well as Nycomed on the sale of global pharmaceutical company Nycomed to Takeda. The firm’s market-leading team is made up of Edward Cole, Junzaburo Kiuchi, Takeshi Nakao, Naoki Kinami and James Lawden. James Wood has relocated to London.

In 2010, Morrison & Foerster Ito & Mitomi announced or completed over $20bn of Japan-related mergers and acquisitions. It handled Japan’s first successful hostile take-over of a listed US company - Astellas’ $4bn acquisition of OSI pharmaceuticals; represented NEC Electric in its $3.9bn merger with Renesas; assisted ON Semiconductor in its $600m acquisition of Sanyo Semiconductor; and acted for Sumitomo Corporation in its $130m investment in Molycorp. The much-admired Ken Siegel leads the M&A group that excels ‘where broad legal specialities are required’, and includes Gary Smith who has ‘tremendous negotiation skills’, and Stanley Yukevich whose ‘advice is always given quickly and is spot on’. Fuyuo Mitomi also commands great respect in the market. Randy Laxer and David Litt are also recommended.

Skadden, Arps, Slate, Meagher & Flom LLP has a first-rate practice advising on Japanese law, led by Mitsuhiro Kamiya, as well as its recognised prowess in providing international counsel. The firm recently advised Kawasaki Kisen Kaisha (Japan) in its acquisition of a 51% stake in Air Tiger Express Companies; Rakuten (Japan) in its $247m acquisition of PriceMinister (France); Kirin Holdings in its $128m acquisition of Mercian Corporation; Fujirebio (Japan) in its $110m acquisition of Innogenetics (Belgium); and Baring Private Equity Asia in its acquisition of a majority stake in Primo Japan. Nobuhisa Ishizuka and Michael Mies also have extensive experience in M&A and corporate matters and are highly recommended.

The M&A team at Allen & Overy Gaikokuho Kyodo Jigyo Horitsu Jimusho ‘doesn’t waste time’ and is admired for being ‘a tough negotiator’. The firm advised Kyowa Hakko Kirin Co on its recommended £292m cash offer for the entire issued share capital of ProStrakan Group; the Tokyo Electric Power Company on its participation in a 50:50 joint venture with Mitsubishi Corporation for the purposes of holding a 24% interest in Electricity Generating Public Company; and GE Capital Japan on its acquisition of the leasing business and assets from Kumamoto Koyo Corporation. Partners Nobuo Nakata, Osamu Ito and Simon Black are all highly regarded.

Hiroshi Kondo’s ‘experienced’ corporate and M&A group at Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office recently advised Mitsui Insurance Co in relation to their agreement with PT Asuransi Jiwa Sinarmas to form a strategic alliance by way of a new share subscription of 50% of the company, subject to the approval of the Indonesian Ministry of Finance; and Nabtesco with their acquisition of the Swiss auto-door manufacturer, Kaba Gilgen AG. Counsel Mina Aral-Ito recently returned to the Tokyo office from Cairo and offers expertise in the emerging markets of the Middle East and North Africa. The firm also has a market leading insolvency practice headed up by Shinichiro Abe.

Clifford Chance Law Office has strong relationships with Japanese trading houses and corporates and recently represented Mitsui on a $225m joint venture with Singapore’s Hyflux; and NEC on its joint venture with Lenovo. On an international level, the firm advised YTL Hotels & Properties on the acquisition of Niseko Village in Hokkaido from Citigroup Financial Products. Clients also include private equity houses CVC and Permira. The corporate team includes the talented Miho Mizuguchi, Tatsuhiko Kamiyama and counsel Tracy Whiriskey. Private equity specialist Andrew Whan has relocated to Tokyo from Hong Kong. Naoki Watanabe left the firm to join K&L Gates.

Davis Polk & Wardwell LLP’s M&A highlights included advising on Chuo Mitsui Trust Holdings’ merger with Sumitomo Trust and Banking to form Japan’s 5th largest bank group; two landmark securities joint ventures between Morgan Stanley and Mitsubishi UFJ Financial Group; and several M&A-related advisory assignments for mergers and business combinations by Canon, Japan Single-Residence REIT and Sega Sammy. On the corporate side, the firm has provided advice on restructurings, regulatory investigations and dispute resolution for Japanese clients. Eugene Gregor, Theodore Paradise, who is ‘extremely dedicated to providing great service’, and counsel Michael Dunn are all recommended.

Led by James Robinson, Herbert Smith fields a highly experienced M&A team that includes partners James Watson and Rebecca Major. The firm advises Japanese clients investing and doing business overseas as well as international clients establishing and operating in Japan and includes specialist expertise on international merger control and antitrust issues. It recently advised Mitsubishi Electric on its 100% acquisition of Vincotech in an expedited auction process from a private equity seller. Other clients include JAPEX, Fujitsu, NEC, Sojitz, Toshiba Elevators and Sumitomo.

Hogan Lovells Horitsu Jimusho Gaikokuho Kyodo Jigyo rise a tier in recognition of the work Rika Beppu’s team has recently undertaken. ‘The work results have been excellent; the service of the firm was a good mixture of Western and Asian style and the advice was focused on the commercial and legal interest of the client’. Highlights included advising NTT Data Corporation on its strategic acquisition of Apex Systems Pte; HC Starck on its joint venture with the Japanese chemical company Chisso Corporation; and Morgan Stanley Japan Securities on its securities joint venture with the Mitsubishi UFJ Financial Group. Jacky Scanlan-Dyas has been promoted to of counsel.

Jones Day advised Nidec Corporation in its acquisition of the motors and controls business of Emerson Electric Co; RHJ International in its sale of its 77.9% interest in Niles Co to Valeo for ¥15.5bn; and The Norinchukin Bank in its ¥15bn acquisition in Mitsubishi UFJ Nicos Co. Nobutoshi Yamanouchi heads up the corporate and M&A department. Stephen DeCosse is recommended while ‘Scott Jones is more like a prophet for us. His instinct is always right’. In 2011, M&A specialist Thomas de Muynck relocated to Tokyo from the firm’s office in Brussels.

Linklaters has been hit following the relocation of both Paul McNicholl and David Holdsworth from Tokyo to London. Hideo Norikoshi now leads the corporate and M&A team. The team is praised for its ‘thoughtful and practical advice and tactical negotiation based on the client’s objectives’. The firm recently advised NTT on its offer for a South African IT firm Dimension Data Holdings listed in the UK and Johannesburg; and Meiji Yasuda Life Insurance on their Strategic Alliance Agreement with Talanx AG. Hiroya Yamazaki and Jiro Toyokawa are recommended.

At Paul, Weiss, Rifkind, Wharton & Garrison LLP, Tong Yu and Kaye Naoko Yoshino are the partners who deal with corporate and M&A matters. Recent highlights include representing Nidec Corporation in connection with a share exchange with Nidec Servo Corporation in a ‘going private’ transaction; Able in its business combination with Chintai Corporation; and Japan Rental Housing Investments in the merger with Prospect REIT Investment Corporation. The merger has created a REIT with approximately ¥183.5bn in assets, making it the second largest REIT in the Japanese residential property sector.

Shearman & Sterling LLP has an impressive corporate advisory practice as well as an active, predominantly outbound M&A capability. The firm is representing Sumitomo Metal Industries on its $50bn merger with Nippon Steel; Mizuho Securities Co in connection with a potential restructuring of the Mizuho Group, including three going private transactions; HCBC Enterprises in its tender offer for Enoteca Co; and AHA in its tender offer for Sazaby League. Kenneth Lebrun heads the firm’s M&A practice in Japan, and office managing partner Masahisa Ikeda is also recommended. In 2011, Etienne Gelencsér was promoted to the partnership.

Simpson Thacher & Bartlett LLP is ‘responsive, straight to the point, and at the leading edge of funds and M&A work’. The firm advises both Japanese and US financial institutions, and global private equity firms in Tokyo. Recent highlights include representing Monex Group in connection with its acquisition of TradeStation Group in a transaction valued at $411m; Toshiba Medical Systems Corporation in connection with its acquisition of Vital Images in a transaction valued at approximately $273m; and Daiichi Sankyo in connection with its proposed acquisition of Plexxikon for an initial purchase price of $805m. David Sneider has an enviable market reputation.

Following the promotion of Keiji Hatano to the partnership in 2011, Sullivan & Cromwell LLP now fields three Tokyo-based partners who have impressive corporate and M&A expertise. The firm is representing Panasonic Corporation in its acquisition of Panasonic Electric Works Co and SANYO Electric Co; Nippon Steel Corporation (Japan) in its pending merger with Sumitomo Metal Industries (Japan); and advised on the Sumitomo Trust and Banking Company, Limited and Chuo Mitsui Trust Holdings’ business combination. Garth Bray and Izumi Akai are recommended.

Brian Strawn’s corporate and M&A team at White & Case LLP- White & Case Law Offices (Registered Association) offers ‘very quick responses’ and ‘appropriate and practical advice’. The team has been bolstered by the arrival of two leading bengoshi lawyers, Jun Usami and Ayako Kawano - both of whom previously practiced at Paul Hastings LLP. Recent work highlights include acting on Valeo’s €320m acquisition of over 97% of Niles from RHJ International and Nissan Motor; advising on Pfizer’s $2.38bn sale of its Capsugel Division to KKR; and representing Recruit Co in a joint venture with Renren.

John McClenahan’s ‘brilliant’ team at Ashurst has a high-quality general corporate and M&A practice, and an impressive track record acting for Korean clients. Highlights included advising KOGAS in its investment in the Gladstone LNG project, which represented the largest overseas investment by a Korean company in Australia to date; and advising Korea Eximbank on financing provided to Korea National Oil Corporation in relation to its successful $2.6bn hostile bid to acquire Dana Petroleum plc. In 2011 Anthony Patten relocated to Tokyo from London.

Blake Dawson ‘has a superior level of knowledge of our business, which translates into the most relevant advice and personalised service’. Work highlights included advising on Mitsubishi’s first investment in water infrastructure globally; Tower Australia Group in its acquisition by The Dai-ichi Life Insurance Company of Japan; and Mitsubishi Corporation and Itoham Foods on the sale of the Rockdale Beef business to JBS Swift Australia. Natsuko Ogawa and Damien Roberts are based in Tokyo, and co-heads of the Japan practice Ian Williams and Rupert Lewi split their time between Australia and Japan.

Latham & Watkins Gaikokuho Joint Enterprise’s corporate and M&A team is led by Michael Yoshii. Highlights included representing Chubu Electric Power Co in its acquisition of partial interests in five gas-fired power generation assets in the US from Tenaska; and Daiwa Capital Markets in connection with its $1bn acquisition of global convertible bonds and Asian equity derivatives businesses of KBC Group NV. In 2011, counsel Louis Rabinowitz transferred to Tokyo from the firm’s Hong Kong office. Satoshi Karashima has left the firm to work in-house at a financial institution.

Morgan Lewis - TMI’s Gregory Salathé and Lisa Yano co-chair the firm’s Tokyo-based M&A practice, which recently advised Sumitomo in its $1.36bn tender offer to increase its holdings in Jupiter Communications, and represented MetLife in connection with the sale of its interest in Mitsui Sumitomo MetLife Insurance to MS&AD Insurance Group Holdings for an estimated $275m.

Norton Rose Gaikokuho Jimu Bengoshi Jimusho has ‘good negotiation skills’. It advised Mitsui & Co on its acquisition of a 49% strategic stake in a Chinese shipyard in Jingjiang; and Sumitomo Corporation and Sumitomo Corporation (China) Holding on the acquisition of three waste water treatment projects in China. Recently, Chris Viner’s team was bolstered by the arrival of Michael Joyce from the firm’s Brisbane office.

O’Melveny & Myers Gaikokuho Kyodojigyo Horitsujimusho represented Mitsui Chemicals in connection with its joint venture to construct and operate the $6.2bn Nghi Son Refinery and Petrochemical Complex in Vietnam; Western Digital Corporation in its $4.3bn acquisition of Hitachi Global Storage Technologies; and Western Digital Corporation in its $235m acquisition of the Magnetic Media Operations business of Japan’s Hoya Corporation. Dale Araki leads a team that includes counsel Mangyo Kinoshita and counsel Scott Sugino, both of whom have impressive M&A experience.

Paul Hastings LLP has recently advised Samsung Electronics Co in its $1.375bn agreement with Seagate Technology; and Kobe Steel in its acquisition of a 44.3% equity share in Wuxi Compressor Co. Toshiyuki Arai ‘has deep knowledge, technical ability and experience of legal and business practice in China’. Kenju Watanabe and Ted Johnson are also recommended. Matthew Berger splits his time between Palo Alto and Tokyo. Jun Usami and Ayako Kawano left the firm to join White & Case LLP- White & Case Law Offices (Registered Association).

Bingham McCutchen Murase, Sakai Mimura Aizawa - Foreign Law Joint Enterprise has restructuring expertise, which augments the firm’s top insolvency practice, but also offers a corporate and finance capability that delivers on both international and domestic M&A transactions. Managing partner of the Tokyo office Hideyuki Sakai and Hiroyuki Kanae are recommended.

At DLA Piper Tokyo Partnership, Lance Miller, now the regional managing partner of the firm’s Asia practice, is well known for his work advising clients on cross-border joint ventures and hybrid cooperation arrangements. Clients include eBioScience, Moody’s, Zenimax Media and Regus. In 2011, Tokyo-based Daniel Lee, who is head of the firm’s Korea practice, was welcomed into the partnership.

Foley & Lardner is particularly recommended for IP-related deals, e-commerce, joint ventures, licensing and energy transactions. In a highlight, Etsuo Doi represented Japanese medical device manafacturer, Terumo Corporation, on its acquistion of biotechnology company Harvest Technology Corporation.

Milbank, Tweed, Hadley & McCloy suffered following the relocation of former head of the corporate and M&A practice Darrel Holstein to New York. In Tokyo, the firm continues to advise on outbound M&A with an emphasis on acquisition finance in the energy, mining and infrastructure sectors. Mark Plenderleith and Gary Wigmore are the contact partners.

Clients ‘love working with Orrick, Herrington & Sutcliffe LLP in Tokyo’. The firm has particular expertise in the life science and energy sectors. Active clients include FMC Corporation and Nippon Soda Co. Managing partner of the Tokyo office, and corporate and M&A practice head, Mark Weeks is ‘a very effective deal lawyer’, ‘fantastic on cross-border and works very well with Japanese and foreign clients alike’ and ‘a nice guy too’. Yoichi Katayama who specialises in energy-related deals is also recommended. Sergey Milanov has left the firm to join K&L Gates.

At Ropes & Gray LLP, Bradley Edmister has particular expertise in advising on the cross-border securities aspects of public M&A transactions in Japan. Tsuyoshi Imai, an M&A specialist, is also recommended. The firm has recently represented a private equity firm in its proposed acquisition of a supermarket chain; and Bain Capital in its $489m sale of its shares in Feixiang Chemicals to Rhodia SA. The firm’s clients include Domino’s Pizza Japan, Nomura Securities and Sanyo Electric.

Simmons & Simmons in association with TMI Associates benefits, not only from its close relationship with TMI Associates, but also from a strong Japan desk back in London. The firm ‘takes a commercial minded and practical approach’. Jason Daniel is an ‘excellent technical lawyer but with an understanding of strategy and negotiating technique’. His team is acting for Tomoaki Nagao on the sale of Nowhere Co to the IT Group. Other clients include Dentsu, Capcom Co and Marubeni Corporation.

Squire Sanders Miki Yoshida Gaikokuho Jigyo Horitsu Tokkyo Jimusho has a corporate and M&A team which includes Stephen Chelberg, Joon Kim and the highly reputed Ken Kurosu. The firm recently advised Tokyo-based Lotte Group on its acquisition of E Wedel.