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Editorial

Capital markets – Independent local firms

Index of tables

  1. Capital markets – Independent local firms
  2. Leading individuals
  3. Next generation lawyers

Next generation lawyers

  1. 1

Anderson Mori & Tomotsune handles the cross-border aspects of inbound and outbound equity and debt capital market transactions, primary offerings of 'samurai bonds' by foreign issuers, and J-REIT matters. In recent highlights, Hironori Shibata acted for a Japanese issuer and selling shareholder on the global IPO of LIXIL VIVA, while Minoru Kobayashi advised The Shizuoka Bank on the overseas issuance of $300m floating rate convertible bonds due in 2023. EZAKI GLICO appointed a team led by Kazuhiro Yoshii to oversee its issuance of JPY30bn zero coupon convertible bonds due in 2024, and Ryu Umezu was appointed Japanese counsel by Okura on its public offering and listing of shares on the Hong Kong Stock Exchange.

Anderson Mori & Tomotsune - Japanese translation: アンダーソン・毛利・友常法律事務所 ・ 安德森·毛利·アンダーソン・毛利・友常法律事務所 ・ 安德森·毛利·友常律师事务所 よび債券による資金調達、外国人発行者によるサムライ債の第一次募集、J-REIT関連取引など、様々なクロスボーダー案件に対応しています。 近年のハイライトは、柴田弘典氏がLIXIL VIVA社のグローバルIPOに関し、国内発行者および売却株主の代理を務めたことや、小林穣氏が静岡銀行に2023年満期の転換社債型新株予約権付社債3億ドルの海外での発行について助言を提供したことが挙げられます。 また、吉井一浩氏率いるチームは2024年満期のゼロクーポン転換社債300億円の海外での発行の案件で、江崎グリコ社から指名を受けました。梅津立氏は、香港証券取引所での株式公開および株式上場に関して、オークラ・ホールディングスの日本人顧問弁護士に指名されました。

Mori Hamada & Matsumoto recently bolstered its capital markets offering with the promotion to partner of Yusuke Suehiro and Yusuke Murakami and the promotion to of counsel of Katsuyuki Tainaka . In recent highlights, Yasuhiko Fujitsu led the advice to CyberAgent on its first equity offering since its IPO in 2000 and acted for Goldman Sachs, the placing agent in Toshiba's issuance of new shares by way of third-party allotment to 60 institutional investors outside Japan. Taro Omoto acted as Japanese counsel for SoftBank, the issuer of USD and Euro-denominated senior notes on the Singapore Stock Exchange to refinance bank loans, and Katsumasa Suzuki oversaw Techpoint's listing and public offering using the Japan Depository Receipt structure. Other key names include Toru Ishiguro , Hiroki Aoyama and Masanori Sato.

Noted for its 'very quick response times, broad business acumen and strength in depth', Nagashima Ohno & Tsunematsu's capital markets team advise on global offerings by Japanese issuers of equity and debt securities, global and domestic IPOs and J-REIT transactions. The 'vast experience and deep knowledge' of Motohiro Yanagawa make him a standout lawyer, according to clients; he recently acted for Mizuho Securities in its arrangement of an ABS transaction issued in the US market backed by a pool of auto loan receivables originated by Japanese corporation Orient. Further highlights include Miyuki Ishiguro's advice to Toshiba on the issuance of new shares by way of third-party allotment to international investors, Shinichi Araki's work on the Katitas global IPO by Advantage Partners, and Masaki Konishi's oversight of the issuance of so-called 'panda bonds' by Mizuho Bank. The practice is led by Fumihide Sugimoto and was recently strengthened by the promotion to partner of Sosuke Kimura and Motoki Saito .

At Nishimura & Asahi , Takuya Matsuo acted for Raysum in its acquisition of 14.8% of its own outstanding shares through a tender offer, and Yuki Oi , Kazuyoshi Furumi and Yusuke Motoyanagi advised Japan Display on its capital raising through the issuing of new shares and sale of one of its factories. In other highlights, the team handled Toshiba's $5.3bn share issuance through third-party allotment, and intervened in a number of J-REIT matters. Kohei Koikawa , Kazuhiro Takei , Toshihiro Takeshita and James Emerson are also key contacts.

Atsumi & Sakai's capital markets team welcomed Akimoto Kawamura who joins as a partner from Citigroup. In recent highlights, a major bank appointed financial law expert Takumi Fukuda to represent it as trustee in a guarantee of debt transaction using an ABL structure, and Hiroyuki Sanbe handled the regulatory aspects of the registration of foreign traders as High Frequency Traders. In other matters of note, Teruhisa Toyama advised a technology company in a minority squeeze-out through a reverse stock split as part of its restructuring, and Ryuichi Nozaki teamed up with the firm's London office to counsel a major international bank as facility agent, intercreditor agent and security trustee on high-value debt and hedging facilities to a UK PFI/PPP portfolio project in connection with a Japanese bank's accession to the funds. Another key name to note is that of managing partner Hiroo Atsumi.

Led by Yoshiyasu Yamaguchi, the finance division at TMI Associates has been strengthened after Junji Shiraki, Mizuki Koshimoto and Takatsugu Kitajima were all promoted to partner. Hiroyoshi Kuromaru recently acted for SMBC and Mizuho in their issuance and public offering of 'samurai' bonds. Prospect appointed a team led by Hitoshi Sumiya – who joined from Baker McKenzie (Gaikokuho Joint Enterprise) in 2017 – to assist with the all-share offer for a closed-ended investment company incorporated in Guernsey, the shares of which are listed on the LSE. Also notable are Masaya Hirano, who advised on the issuance of moving strike warrants by way of a third-party allotment to SMBC Nikko to finance product development costs, and Hidenori Nakagawa, who counselled Monex Finance on its issuance of a guaranteed Euro medium-term programme.


Capital markets – International firms and joint ventures

Index of tables

  1. Capital markets – International firms and joint ventures
  2. Leading individuals
  3. Next generation lawyers

Leading individuals

  1. 1

Next generation lawyers

  1. 1
    • Christopher Kodama (Gaiben) - Davis Polk & Wardwell LLP
    • Kenneth Lam (Gaiben) - Linklaters
    • Yasuko Moriwaki (Gaiben) - Clifford Chance Law Office

Clifford Chance Law Office 'is very flexible and copes with changing timetables efficiently to always successfully close transactions'; clients also value how the capital markets team 'has a truly in-depth understanding of Japanese clients and operational terms'. Known as a 'great leader', practice head Reiko Sakimura acted for the investors in Toshiba's $5.5bn share placement by way of third-party allotment, and represented Nomura as sole bookrunner and lead manager in the dual-tranche issue of JPY140bn in zero coupon convertible bonds by ANA Holdings to raise funds for investment in fuel-saving aircraft. In other highlights, several foreign governments appointed Sakimura and Eiichi Kanda to assist with the issuance of 'samurai' bonds in both public and private placements. Also notable are Leng-Fong Lai and counsel Yasuko Moriwaki, who acted for Harmonic Drive Systems in its global share offering.

The capital markets experts at Davis Polk & Wardwell LLP represent Japanese and foreign underwriters, banks, issuers, insurers and governments in equity, debt, hybrid, structured and liability management transactions. Spearheaded by Jon Gray and counsel Christopher Kodama, the group recently acted for the joint lead managers in connection with KATITAS' IPO of common stock shares; the team was also engaged to oversee a follow-on offering of common stock shares of Sosei Group which included an over-allotment option of 270,000 shares. Clients such as Toyota, Mitsubishi and Sumitomo Life Insurance engaged the firm to assist with their debut offerings under Rule 144A/Regulation S, and Gray continues to counsel SMBC on its $50bn global medium-term notes programme including regular updates and takedown offerings. Associates Alexander Coley and Benjamin Potter are also key names to note.

The structured finance and securitisation practice at Linklaters covers the full gamut of cross-border capital market mandates and has been advising on repackaging transactions involving the incorporating of commodities options, equity linkages and Japanese trusts. In two recent work highlights, a major financial services company appointed the team to handle the $300m floating rate convertible bonds issued by a major Japanese bank, and Peter Frost acted for a leading international asset management company in its private placement of floating rate green bonds due in 2022 and targeting Asian investors. Among the firm's other recent highlights features the placing of common shares, a series of secondary distribution mandates involving uridashi notes, and formosa bonds. Kozo Sasaki jointly leads the practice with Frost, Motoyasu Fujita and counsel Kenneth Lam, who specialises in financial products including structured note programmes and credit transactions.

'One of the best US firms in the Tokyo market',  Simpson Thacher & Bartlett LLP's capital markets department is co-led by the 'knowledgeable, responsive and reliable' Alan Cannon  Takahiro Saito and David Sneider. Together they field 'a strong team which performs equally well for issuers and underwriters'. In recent highlights, the team represented MHFG in several offerings of fixed and floating rate senior notes as part of its shelf registration statement under the Securities Act. Clients also note 'extremely service-oriented, technically strong and hardworking' associate David Snowden who assisted Cannon with ARUHI's JPY23.5bn IPO. Other key clients include Citigroup, Dai-Ichi Life Insurance, Goldman Sachs and Morgan Stanley. Strengthening the team further, associate Brandon Whittaker relocated from the New York office to join the Tokyo group.

Described as 'the number one US law firm in Tokyo' due to its 'deep understanding of US securities laws, the local capital markets space and the businesses of issuers and investment banks', Sullivan & Cromwell LLP's capital markets team is jointly led by Izumi Akai and Keiji Hatano; Akai 'is a legend in Japanese capital markets' and Hatano 'has a brilliant sense of finance and business'. In recent highlights, the pair were instructed by SG Holdings to oversee its IPO and listing on the Tokyo Stock Exchange, and Japan Post Holdings (issuer) and the Ministry of Finance (selling shareholder) appointed the team to handle the JPY1.3bn offering of common stock. SoftBank is also a key client and engaged the practice to assist with a $4.5bn multi-tranche US dollar-denominated perpetual subordinated hybrid note offering, as well as a $6bn offering of high-yield notes.

At Morrison & Foerster LLP, Kenji Hosokawa and his team 'are reliable for J-REIT transactions' and 'the overall service is excellent'. Fuyuo Mitomi co-heads the practice with Hosokawa; the pair recently collaborated with Mitsutoshi Uchida as US counsel to SMBC Nikko and Mizuho on the JPY35bn global offering of shares by Japan Display to overseas financial institutions investors and a domestic business partner. The group has welcomed Jesse Gillespie from Sullivan & Cromwell LLP; he has strengthened the team and, as US and UK counsel, led the advice to SoftBank on its $2.5bn offering of senior notes. On the J-REIT front, Activia Properties and its asset manager appointed the group to oversee its follow-on offering in Japan with a concurrent international offering. Hosokawa acted for Japan Hotel REIT Investment in its JPY35.9bn global offering.

Paul, Weiss, Rifkind, Wharton & Garrison LLP regularly advises an enviable client roster of Japanese underwriters and issuers on the full gamut of equity, debt, hybrid and SEC-regulated securities offerings. The senior name to note is Tong Yu; he acted for Mitsubishi UFJ Financial in a series of senior note offerings lead managed by Morgan Stanley, MUFG and Citigroup, as well as the SEC-regulated public offering of $2.5bn of TLAC notes. The group was also appointed US counsel by a major holding company to oversee the creation of a Japan-based regional financing group, and an investment company instructed the team to handle the additional issuance of equity units. Associate Makoto Nishigai is also a key contact.

Shearman & Sterling 'has several excellent partners in its Tokyo office' including Asia regional manager and practice leader Masahisa Ikeda 'who can explain US law to Japanese clients in Japanese and always provides practical, business-oriented advice'. Danone instructed the team in the global offering of Yakult common stock, while Ikeda assisted Alps Electric with the regulatory aspects of its merger with Alpine Electronics. Toshiro Mochizuki is the other partner name to note in Tokyo; he recently acted as US counsel to Innovation Network Corporation of Japan, the selling shareholder in the $2.7bn global offering of common stock by Renesas Electronics. Other work highlights include the formation of a $1.9bn joint holding company by way of a joint share transfer, and SEC-registered global debt offerings. Counsel Kana Morimura should also be noted.

Skadden, Arps, Slate, Meagher & Flom LLP has a strong track record assisting clients with corporate transactions and securities offerings. Jointly spearheaded by corporate head Kenji Taneda and Tokyo office leader Mitsuhiro Kamiya, the team represented Nomura, Merrill Lynch, Mizuho Securities and other underwriters in four tranches of a $5bn offering of government-guaranteed bonds by the Japan Bank for International Cooperation. In other highlights, Taneda led the advice to Toyota on its $1bn offering of senior unsecured notes, and also acted for Daiwa House REIT and its asset manager in an offering of investment units, including the issuance of 222,000 new units.

Baker McKenzie (Gaikokuho Joint Enterprise)'s Ken Takahashi recently retired from the practice and was replaced by Seiji Matsuzoe, who moved over from White & Case LLP - White & Case Law Offices (Registered Association). Transaction specialists Gavin Raftery and Masato Honma assisted a number of major car companies with issuances under their respective auto-loan securitisation platforms. Also notable are Seishi Ikeda, who acted for a leading international bank trust in its acquisition of convertible bonds with warrants, and Shinichiro Kitamura, who advised a global technology company and its Japanese subsidiary on a series of offerings of senior notes which were privately placed with investors in the US pursuant to a note purchase agreement. Associate Hiroki Watanabe is also a key name to note.


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