Tim Mackey – GC Powerlist
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Japan 2023

Financials

Tim Mackey

Chief legal officer, group compliance officer and corporate officer | SoftBank Group Corp.

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Japan 2023

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Tim Mackey

Chief legal officer, group compliance officer and corporate officer | SoftBank Group Corp.

Team size: 80

What are the most significant cases, transactions or projects that your legal team has recently been involved in?

A key feature of SBG’s legal unit is that we take a global approach and work alongside the legal and compliance departments of our main investment subsidiaries outside Japan. Our key transactions include:

Asset-backed financing of $8.5bn secured against SoftBank’s 75.01% stake in Arm Limited. Our in-house legal team had to analyse, advise and lead negotiations on structuring a unique pre-IPO financing using private company shares in a size that had never been done before with a view to an IPO, negotiating a comprehensive security package non-recourse to SBG, and navigating difficult market conditions. We understand this was the largest ever asset-backed financing of private shares.

As a major shareholder in OneWeb, we agreed a merger or contribution in kind under French law between OneWeb and Eutelsat. The Merger was negotiated and agreed within an extremely condensed time frame.

Could you share an example of a time when your team came up with an innovation that improved how your legal team works and did not come at a large expense?

The legal team traditionally focused on the legal issues facing SBG as a standalone entity. As SBG became a global group with substantial investments outside of Japan, each new major business unit employed its own legal team, again dealing with the issues of that entity primarily on a standalone basis. With the establishment of the SoftBank Vision Fund, the legal team outside of Japan grew, but did not report to the parent company in Japan.

Since 2020, we have worked on integrating the legal teams of the Vision Fund, SoftBank Group International and SBG, as the parent company, into one SoftBank Group legal team, to utilise the range of lawyers across the group and act as a global team. This integration has led to significant gains in corporate governance and permits the legal teams to guide business team. This has quickened all our transaction processes.

How important is choosing to work with external lawyers who align with your company’s values?

The selection of a firm for a specific transaction is heavily dependent on the trust relationship between the senior in-house lawyer and the business team at SoftBank, and the law firm. Only firms that truly understand our group and overall requirements in the various practice areas are on our preferred law firm list. We are also looking to introduce a requirement for law firms to actively and responsibly adopt new technologies before placing them as preferred firms.

How do you suggest in-house lawyers build strong relationships with business partners?

We have changed from a generalist in-house team to having teams of in-house lawyers with speciality areas, so that the business teams deal with the same legal team members for every deal.

The mindset I have set for the global SoftBank Group legal team is “here’s how”. Our business teams want to know how they can achieve their goals, even if there is a need to adjust the way it is achieved to comply with laws or other legal risks, so they appreciate a legal team that tells them how to achieve their goals.

The key is proactive engagement with the business team. To that end, legal team members must first be flexible thinkers. Every day, we engage in discussions that require us to look beyond our experience and beliefs. We must also be good listener to properly understand the needs of the business teams. Only then can we provide the appropriate guidance.

At the same time, we are always expected to proceed with speed and execute matters properly within a limited timeframe. Hence, all members of our legal team are encouraged to proactively reach out to, and work closely on documentation with, internal business teams.

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