Leading Partners: Bengoshi

Leading Associates: Gaiben

Capital markets: International firms and joint ventures in Japan

Clifford Chance (Gaikokuho Kyodo Jigyo)

Clifford Chance (Gaikokuho Kyodo Jigyo)‘s practice in Tokyo advises on high-value debt and equity offerings, including Regulation S and international follow-on offerings. Advising on the structuring, underwriting, and issuance of bond offerings, including significant convertible bond offerings, are also areas of expertise of the team. Team lead Leng-Fong Lai handles transactions involving a broad spectrum of products, from collateralised notes to securitisations and covered bonds. Reiko Sakimura is reputed for her experience in matters regarding convertible bonds as well as green, social and sustainable euro-bonds. Hajime Saito advises international and domestic banks, as well as financial institutions, on complex OTC derivative repackaging transactions. Chihiro Ashizawa is known for advising non-Japanese issuers on samurai bond issues, and Matthew Ball also stands out.

Responsables de la pratique:

Leng-Fong Lai


Autres avocats clés:

Reiko Sakimura; Hajime Saito; Chihiro Ashizawa; Matthew Ball


Les références

‘I believe the team, in particular Reiko Sakimura, is highly trustworthy and reliable.’

‘I have great trust in Reiko Sakimura’s passion, responsiveness and the advice she provides, which is backed by her strong track-record.’

‘The team provides professional advice in a timely manner. The team is friendly, and it is easy to access senior members. It is a diversified team and all of the team members are fluent in Japanese, so it is easy to communicate with the Japanese issuers.’

Principaux clients

Morgan Stanley


Bank of America Merrill Lynch


Barclays


Nomura


SMBC Nikko


Daiwa


Mizuho


Mitsubishi UFJ


Crédit Agricole


HSBC


Sumitomo Mitsui Banking Corporation


Principaux dossiers


  • Advised the joint lead managers on a number of international bond issues by the Tokyo Metropolitan Government, including its debut international issuance of sustainability bonds.
  • Advised the joint lead managers on the debut international offering and follow-on international offering of shares of common stock of GENDA Inc.
  • Advised Daiwa, Mizuho and others as joint lead managers on the debut international offering of USD-denominated bonds by Resona Bank, Limited.

Davis Polk & Wardwell LLP

The practice at Davis Polk & Wardwell LLP represents leading Japanese blue-chip issuers, amongst others, and is well-known for its abilities advising on major IPOs and secondary offerings. The team excels in handling global follow-on equity offerings and 144A and Regulation S debt offerings. Jon Gray spearheads the team and is deeply knowledgeable on both debt and equity offerings. Alongside Gray at the helm are key practitioner Christopher Kodama, and Chihiro Sasaki who is adept at advising on SEC-registered and private offerings in the Japanese and US capital markets.

Responsables de la pratique:

Jon Gray; Christopher Kodama; Chihiro Sasaki


Les références

‘We consider them the best in the capital markets & M&A areas in Japan in terms of their expertise and willingness to help and quick response time. We feel that they care about us and are good value for money.’

‘Jon Gray is my favourite US law partner for Japanese issuers’ capital markets deals and generally for anything related to US law. He is very considerate, responsive and always thinks about us first and is very knowledgeable and has sound judgement. His Japanese language capability is excellent.’

‘I believe the team, led by Jon Gray, Christopher Kodama and Chihiro Sasaki, is highly trustworthy and reliable.’

Principaux clients

Development Bank of Japan Inc.


Sumitomo Mitsui Financial Group, Inc.


Sumitomo Mitsui Trust Bank, Limited


Japan Finance Organization for Municipalities


ASICS Corporation


Nippon Life Insurance Company


Principaux dossiers


  • Advised the international joint lead managers and joint bookrunners in connection with the approximately ¥348.6bn IPO and TSE listing of Tokyo Metro Co., Ltd.
  • Advised the international joint lead managers and joint bookrunners in connection with the approximately ¥120.4bn IPO and TSE listing of Kioxia Holdings Corporation.
  • Advised the international joint lead managers and joint bookrunners in connection with the approximately ¥129.1bn IPO and TSE listing of Rigaku Holdings Corporation.

Linklaters

Linklaters‘ team’s workload includes advising its clientele on transactions involving debt, equity, derivatives, securitisation and repackaging aspects. The practice is formed of specialists who are active across the full spectrum of structured products. International and investment banks turn to Peter Frost who is experienced assisting with bond and loan-related transactions in particular. Motoyasu Fujita is a key practitioner, noted for his expertise in derivatives. Kenneth Lam assists clients with cross-border derivatives transactions, providing support on the structuring front. The three co-head the team. Kosuke Miyashita is another notable individual.

Responsables de la pratique:

Peter Frost; Motoyasu Fujita; Kenneth Lam


Autres avocats clés:

Kosuke Miyashita; Yosuke Unami; Ryo Kamoshita


Les références

‘Linklaters Tokyo is our go-to law firm for all capital markets deals done in reliance on Regulation S (offering outside US). Good value for money and always responsive.’

‘Peter Frost is the best in the Japanese market for English law related to capital markets. He is easy to reach and quick to respond, and very pleasant to work with. He has a lovely personality and is truly kind and considerate.’

‘I appreciate their pragmatic approach.’

Principaux clients

Citigroup Global Markets Japan Inc.


Citigroup Global Markets Limited


J.P. Morgan Securities plc


JPMorgan Securities Japan Co., Ltd.


Mizuho International plc


Mizuho Securities Co., Ltd


Morgan Stanley & Co. International plc


Morgan Stanley MUFG Securities Co. Ltd.


Nomura Securities Co. Ltd.


Nomura International plc


SMBC Capital Markets Limited


SMBC Nikko Capital Markets Limited


Daiwa Capital Markets Europe Limited


BNP PARIBAS


BofA Securities Japan Co., Ltd


Merrrill Lynch International


SBI International Limited


Principaux dossiers


  • Advised on the development of a structure to enable Sumitomo Mitsui Banking Corporation as the issuer of covered bonds to recycle RMBS referenced by total return swaps to rebalance the distribution amongst Series of Covered Bonds in connection with the management of the cover pool as a whole.
  • Advised a group of international banks on one of the leading homebuilder companies on its Dual issue of $500m 4.700% Bonds due 2030 and $500m 5.100% Bonds due 2034.
  • Advised the clients on their discussion with the Ministry of Agriculture, Forestry and Fisheries and the Financial Services Agency in connection with respective amendments.

Simpson Thacher & Bartlett LLP

Simpson Thacher & Bartlett LLP‘s team is recognised for its capabilities advising on major IPOs across a variety of sectors, including tech, manufacturing and transportation. The team is helmed by Takahiro Saito who is well-equipped to handle complex mandates, including advising on the IPO public filings with novel aspects. David Snowden advises on significant securities offerings for both Japanese issuers and international financial institutions. Alan Cannon retired from the team in 2024.

Responsables de la pratique:

Takahiro Saito


Autres avocats clés:

David Snowden


Les références

‘I believe the team, led by Takahiro Saito is highly trustworthy and reliable.’

‘I have great trust in Takahiro Saito’s passion, responsiveness, and the advice he provides, which is backed by a strong track-record.’

‘I would recommend Simpson Thacher’s team to clients who may require extra attention to due diligence, e.g. those who are subject to litigation or regulatory scrutiny and industries which are relatively volatile and of which past financial results may not present future trends.’

Principaux clients

All Nippon Airways


ARUHI Corporation


Asahi Group Holdings


BofA Securities


Citigroup


Coincheck, Inc.


Daiei Kankyo


Dai-ichi Life Insurance


Daiwa Securities


Goldman Sachs


Idemitsu Kosan


Intergral Corporation


JFE Holdings


J.P. Morgan Securities


Japan Airlines


Kioxia Holdings


Kokusai Electric Corporation


Mitsubishi UFJ Morgan Stanley Securities


Mitsui Fudosan


Mizuho Bank


Mizuho Financial Group


Mizuho Securities


Monex Group


NEC Coproration


Nissan Motor


Nissin Foods


Nomura Securities


Norinchukin Bank


Rigaku Holdings


Roland Corporation


SBI Sumishin Net Bank


Seven & i Holdings


Skymark Airlines


SMBC Nikko Capital Markets


Socionext Inc.


Tokyo Metro


TRYT


Principaux dossiers


  • Advised international managers in connection with JX Advanced Metals Corporation’s ¥381bn IPO on the Tokyo Stock Exchange.
  • Advised Tokyo Metro Co., Ltd. in connection with its ¥348.6bn IPO on the Tokyo Stock Exchange.
  • Advised the client in connection with its ¥112.3bn IPO on the Tokyo Stock Exchange.

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden, Arps, Slate, Meagher & Flom LLP‘s Tokyo team is adept at advising on IPO listings and is well-regarded for its expertise in handling start-up IPOs in particular. Noted for his ‘strong track-record’, Kenji Taneda heads up the team and is active in advising on major IPOs across a breadth of industries, from tech to aerospace. The 'exceptional' Ken Kiyota assists issuers and underwriters on the full gamut of equity and debt capital markets transactions.

Responsables de la pratique:

Kenji Taneda


Autres avocats clés:

Ken Kiyota


Les références

‘Kenji Taneda is an exceptional US capital markets lawyer in Japan; he has won the trust of our management team and is the go-to lawyer for the most complex cases. Kenji is a standout because he is willing to actively listen to what the client needs to achieve, and think out of the box to present creative solutions.’

‘Ken Kiyota is an exceptional US capital markets lawyer in Japan, and he is able to provide very detailed and pragmatic advice, going into the details of each transaction document.’

‘Since Kenji Taneda’s arrival, Skadden has become one of the strongest US firms in the capital markets area in Japan.’

Principaux clients

JX Advanced Metals Corporation


Trial Holdings Inc.


Astroscale Holdings, Inc.


ispace Inc.


Synspective Inc.


Sanrio Company, Ltd.


Terumo Corporation


NTT Finance Corporation


Meiji Yasuda Life Insurance Company


DENSO Corporation


Principaux dossiers


  • Advised Astroscale Holdings, Inc. in its ¥21bn IPO of its common stock and listing on the Tokyo Stock Exchange.
  • Advised JX Advanced Metals Corporation on its ¥439bn global IPO and listing on the Tokyo Stock Exchange.
  • Advised the client in its ¥53.8bn IPO of common stock and listing on the Tokyo Stock Exchange.

Morrison Foerster

Morrison Foerster‘s ‘diligent’ group assists with the range of capital markets matters, with particular command of Rule 144A and Regulation S-related issues. Jesse Gillespie and Mitsutoshi Uchida co-lead the team; Gillespie specialises in global debt offerings and is well-equipped to advise major Japanese companies in their accessing international capital markets, while Uchida is well-versed in Japanese securities law and is praised for his ‘deep understanding of products’.

Responsables de la pratique:

Mitsutoshi Uchida; Jesse Gillespie


Autres avocats clés:

Hiroki Etani; Reiko Omachi


Les références

‘The team is diligent and cooperative.’

‘Jesse Gillespie is responsive and demonstrates strength in legal analysis, particularly in connection with Rule 144A offerings.’

‘Mitsutoshi Uchida has a deep understanding of products.’

Principaux clients

SoftBank Group Corp.


Nomura Securities


Daiwa Securities Co. Ltd.


Mitsubishi Corporation


SMBC Nikko Securities


Mizuho Securities


Japan Bank for International Cooperation (JBIC)


Nippon Prologis REIT, Inc.


Barclays Bank PLC


GLP J REIT


Kubota Corporation/ Kubota Credit Corporation


J.P. Morgan Securities LLC


Principaux dossiers


Sullivan & Cromwell LLP

Sullivan & Cromwell LLP's team's expertise includes acting as issuer’s counsel across both equity and bond offerings, and serving its broad array of clients on IPOs and other complex transactions. Securities offering transaction specialist Keiji Hatano co-leads the team alongside Nirav Mehta who is a trusted name for major issuers in particular. The team is noted as being 'well-versed in international financial markets'.

Responsables de la pratique:

Keiji Hatano; Nirav Mehta


Les références

‘The firm has provided prompt and competent advice based on up-to-date regulations, delivered by lawyers well-versed in international financial markets and legal matters.’

‘We consider that Keiji Hatano and Nirav Mehta offered timely and sound legal advice, outperforming other firms in both efficiency and value.’

Principaux dossiers


  • Advised the client as selling shareholder in Kioxia Holdings Corporation’s (Kioxia) ¥120.4bn IPO.
  • Advised the client on its $3bn senior notes offering and concurrent $1.5bn tender offers.
  • Advised the client on its multiple offerings, JPY 50.0bn private placement of notes and tender offer for existing notes.

Baker McKenzie (Gaikokuho Joint Enterprise)

Baker McKenzie (Gaikokuho Joint Enterprise)‘s Tokyo team provides its clientele with advice on cross-border stock and bond-related mandates. It also harnesses deep expertise in samurai bonds. Practice head Seiji Matsuzoe is experienced advising on structured finance transactions using derivatives, and is an expert in domestic and overseas capital markets regulatory and filing requirements. Hiroki Watanabe comes recommended for his knowledge of security regulations.

Responsables de la pratique:

Seiji Matsuzoe


Autres avocats clés:

Hiroki Watanabe


Les références

‘The practice head is well-experienced.’

‘Seiji Matsuzoe is not only helpful on our queries, he has a breadth of knowledge on the derivative space, strongly supported by his knowledge of our services, which is simply irreplaceable in itself.’

‘Seiji Matsuzoe is always very thoughtful in his responses, tries to engage with us to better understand the intent and background of our goals in order to give us the best guidance.’

Principaux clients

Google Inc


eBay Inc.


Keysight Technologies, Inc.


TOYOTA FINANCE CORPORATION


Abbott Laboratories


3M Company


AbbVie Inc.


Agilent Technologies, Inc.


Hewlett Packard Enterprise Company


Microsoft Corporation


Principaux dossiers