Restructuring and insolvency: Independent local firms in Japan

Anderson Mori & Tomotsune

Anderson Mori & Tomotsune handles in- and out-of-court restructurings of distressed companies, for clients including, debtors, equity sponsors, Japanese and international banks, bondholders, hedge funds and insurance companies. In addition, the firm acts for several global firms with operations in Japan in drawing up resolution plans. The practice is co-led by cross-border bankruptcy expert Hideyuki Sakai; Fujiaki Mimura, who serves as court-appointed trustee in a range of cases, with a focus on the entertainment and healthcare industries; Hiroyasu Ueda, who has experience as counsel to debtors, creditors, creditors’ committees and equity holders; and Yoshihito Shibata, who is known for insolvency, restructuring and distressed M&As. Also notable in the team are Taro Awataguchi, who specialises in creditor representations involving difficult corporate reorganization and civil rehabilitation cases; and Zentaro Nihei, who deals with creditor and sponsor-side matters.

Practice head(s):

Hideyuki Sakai; Fujiaki Mimura; Hiroyasu Ueda; Yoshihito Shibata

Other key lawyers:

Taro Awataguchi; Zentaro Nihei

Key clients

Lehman Brothers Japan Inc. and its affiliated Japan entities

AIJ Investment Advisors CO.,LTD. (court appointed trustee)

BASK CO., LTD. and its affiliate

Goyo Sangyo Co., Ltd.

Work highlights

  • Act as the attorney representing Lehman Brothers Japan Inc. and other 3 Japan entities in making the filing of a petition for commencement of civil rehabilitation proceeding and continued our work to manage the proceedings over ten years. In addition to such role relating to civil rehabilitation proceedings, we also continued our efforts to liquidate and close down numerous SPCs used for Lehman Brothers’ business in Japan.
  • Hideyuki Sakai is serving as a bankruptcy trustee appointed by the Tokyo District Court for AIJ Investment Advisors CO.,LTD.
  • As BASK’s legal representative, quickly and successfully managed the transfer of BASK’s business to the sponsor at a fair price and subject to a bankruptcy filing.
  • Goyo Sangyo Co., Ltd. (“Goyo Sangyo”) is a construction company, which has filed for civil rehabilitation. Hiroki Sekibata of the AMT restructuring and insolvency team was appointed as a supervisor by the Tokyo District Court in the civil rehabilitation process

Mori Hamada & Matsumoto

Specialising in out-of-court workouts and cross-border insolvency cases, Mori Hamada & Matsumoto acts for debtors and creditors, as well as financial advisers, from a variety of jurisdictions, in a range of Japanese bankruptcies and reorganisations. The firm has practitioners with experience serving as trustees and administrators in bankruptcy proceedings. The practice also works for foreign-appointed bankruptcy trustees and liquidators acting in Japan, as well as for Japanese trustees overseas. The team is co-led by Soichiro Fujiwara, who specialises in restructuring, litigation and M&A; Ryota Yamasaki, who has expertise in out-of-court restructurings and court-supervised restructurings and bankruptcy proceedings; Airo Inoue, who is known for M&A of distressed companies; and bankruptcy and dispute resolution expert Atsunori Nobukuni.

Practice head(s):

Soichiro Fujiwara; Ryota Yamasaki; Airo Inoue; Atsunori Nobukuni

Key clients

Japan ICOM K.K.

Regional Economy Vitalization Corporation

Fortress Investment Group (Japan) GK

Seven Seas Advisors Inc.

Lone Star Japan Acquisitions, L.L.C.

Hudson Japan K.K.

Mercuria Investment Co., Ltd.

KPMG FAS Co., Ltd

Work highlights

  • Civil rehabilitation for Japan ICOM K.K.
  • As the counsel for BPEA, supported by preparing strategies for acquiring 100% ownership of PIONEER and negotiated with PIONEER’s counsel with respect to terms and conditions of a sponsor agreement including a bridge loan, capital injection, and debt-equity swap.

Nagashima Ohno & Tsunematsu

The multidisciplinary team at Nagashima Ohno & Tsunematsu specialises in cross-border cases, acting for listed companies in capital markets and M&A related matters. The firm provides a strong compliance team, as well as experience in out-of-court workouts. Nobuaki Kobayashi leads the team and has experience handling high-profile insolvency and restructuring proceedings, including large-scale corporate reorganizations. His team includes Yosuke Kanegae, who has expertise acting in listed companies restructuring cases; and cross-border restructuring specialist Tomohiro Okawa, who was promoted to partner in 2019.

Practice head(s):

Nobuaki Kobayashi

Other key lawyers:

Tomohiro Okawa; Yosuke Kanegae

Testimonials

‘The team is strong in cross-border insolvency issues and in big insolvency cases’

‘The team has good practical knowledge and experience in cross-border insolvency matters and works very diligently’ 

‘It is one of the best teams in Japan’

‘Tomohiro Okawa is fluent in English and familiar with US bankruptcy law’

‘Kobayashi Nobuaki is a well known practitioners in area of insolvency-related financing law matters’

‘Yosuke Kanegae is a highly reliable attorney, having good mastery of cross-border insolvency practice in Japan’

Key clients

Pioneer Corporation

MtGox

Akebono Brake Industry Co., Ltd.

Mitsubishi Corporation

Toshiba Corporation

Bain Capital

Otsuka Kagu Ltd.

Work highlights

  • Pioneer Corporation Revitalization Plan Valued at 102 Billion Yen.
  • Tabuchi Electric Corporation Turnaround ADR Case.
  • Akebono Brake Turnaround ADR Case.
  • Chiyoda Corp. Revitalization Plan Valued at 180 Billion Yen.
  • Otsuka Kagu Revitalization Plan.

Nishimura & Asahi

Nishimura & Asahi has a range of experience in the area. Notably in matters related to antitrust and finance. The firm is strong in traditional insolvency work, particularly representations of debtors, but also handles restructuring and insolvency transactions involving out-of-court workouts and turnarounds. The practice is co-led by counsel Hideki Matsushima, who is known for insolvency expertise and Kenichi Minami, who specialises in out-of-court workouts and turnarounds, as well as the more traditional insolvency proceedings. Michihiro Mori left for AI-EI Law Office in 2019.

Practice head(s):

Hideki Matsushima; Kenichi Minami

Key clients

Toshiba Corporation

Tokyo Electric Power Company Holdings, Inc.

Toyota Motor Corporation

Sharp Corporation

Japan Airlines Co., Ltd.

Honda Motor Co., Ltd.

AvanStrate Inc.

The Carlyle Group

Japan’s Nuclear Damage Compensation and Decommissioning Facilitation Corporation

Showa Denko K.K.

Work highlights

  • Together with the corporate/finance practice groups, advising Toshiba on its overall restructuring efforts from the beginning, including the sales of various subsidiaries and affiliates, workouts with banks for debt refinancing, a USD 5.6 billion global offering of common stock, and the Chapter 11 process for its US subsidiary (Westinghouse), as well as the more recent formulation and implementation of Toshiba’s stock buyback plan and “new transformation” plan.
  • Representing Honda, a key global automobile manufacturer, throughout the process, in relation to Japanese airbag and automotive safety parts manufacturer Takata Corp. and its group companies who suffered a huge financial loss due to massive global recalls. Also been instrumental in organizing the voice of the automobile manufacturers’ group.
  • Representing a Japanese bank, Resona Bank, Limited, in a U.S. antitrust class action filed by counterparties to transactions in foreign financial markets.
  • Advised Showa Denko (SDK) in its withdrawal from a joint venture, namely PT. INDONESIA CHEMICAL ALUMINA (ICA), and sale of the entirety of its shares in ICA to the joint venture partner, PT ANTAM Tbk.
  • Long-term lead counsel for the restructuring and reorganization of Tokyo Electric Power Company Holdings, Inc. (“TEPCO”) following the nuclear crisis in Japan in 2011 that arose as a result of the tsunami that hit the northeast coast of Japan.

Atsumi & Sakai

Atsumi & Sakai assists clients with the negotiation of corporate reorganisation, civil rehabilitation, special liquidation and various legal proceedings related to corporate reorganization. The firm works with creditors in high profile insolvency proceedings, providing advice on specific procedures including, filing claims, creditors meetings and distributions. Toyoki Emoto has expertise advising on contentious and non-contentious insolvency and bankruptcy matters, as well as acting as bankruptcy trustee for corporations and individuals on behalf of the Tokyo District Court. He co-leads the team with Norio Suzuki, who specialises in the fields of tax, restructuring and insolvency.

Practice head(s):

Toyoki Emoto; Norio Suzuki

Work highlights

  • Represented Kabushiki Kaisha Pastel, a fancy goods retail company, and Kabushiki Kaisha Tsuruwa, a fancy goods wholesale company, both headquartered in Fukushima Prefecture, in their petition for commencement of civil rehabilitation proceedings filed with the Fukushima District Court on January 19, 2016; an order of commencement was made on January 26.

TMI Associates

TMI Associates provides a range of expertise including in civil rehabilitation proceedings, bankruptcies, special liquidations and conducting due diligence regarding insolvent companies. The practice is co-led by Ryosuke Ito and Mitsue Aizawa, who is known for financial restructuring and insolvency matters, acting for secured and unsecured creditors. In a recent highlight, the team acted as procedure implementer for the Japanese Association of Turnaround Professionals in a specifically authorised ADR procedure of JPY16bn debt.

Practice head(s):

Ryosuke Ito; Mitsue Aizawa

Work highlights

  • Acted as a bankruptcy trustee for a wholly-owned Japanese subsidiary of Tintri, Inc., a listed company that filed for Chapter 11 in the U.S.