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 capital markets team in Tokyo offers a comprehensive service to major clients on both the debt and equity side, covering IPOs, euro/global bonds, 144A/Reg S offerings, samurai and convertible bonds. Leng-Fong Lai advises on a broad range of capital markets products, with particular expertise in off- and on-balance sheet structured products, collateralised notes, project and covered bonds, and asset-backed financings. Reiko Sakimura is well known for her expertise in convertible bonds, 144A/Reg S bonds, MTNs, and equity offerings, among other areas. At the associate level, Chihiro Ashizawa focuses on debt capital market issuances in the Japanese market by non-Japanese issuers (including samurai bonds), while Matthew Ball specialises in public debt and equity transactions.

Responsables de la pratique:

Leng-Fong Lai


Autres avocats clés:

Reiko Sakimura; Chihiro Ashizawa; Matthew Ball


Les références

‘Reiko Sakimura has a wide variety of experience not only in law firms but also in investment banks which means the advice she gives balanced legal and business considerations. She commands English and Japanese perfectly. Matthew Ball is also a very good, hardworking and diligent lawyer.’

‘Reiko Sakimura is highly regarded as a professional for her drafting skills and her balanced advice.’

‘Matthew Ball has solid technical skills that attract Japanese issuers and underwriters.’

Principaux clients

Morgan Stanley


Bank of America Merrill Lynch


Barclays


Nomura


SMBC Nikko


Daiwa


Mizuho


Mitsubishi UFJ


Crédit Agricole


HSBC


Lloyds Banking Group plc


Accenture plc


BNP Paribas


Ministry of Finance of the Arab Republic of Egypt


Principaux dossiers


  • Advised Morgan Stanley and the other joint lead managers on the structuring and underwriting of $500m of bonds issued by Kubota Credit Corporation, U.S.A. (guaranteed by Kubota Corporation), listed on the Singapore Exchange.
  • Advised the Ministry of Finance of the Arab Republic of Egypt as Japanese and English legal counsel on its second issuance of 5-year Samurai bonds worth $500m (JPY75 billion), guaranteed by SMBC with credit enhancement by the Africa Finance Corporation.
  • Advised SMBC Nikko as global coordinator and international lead manager on the global offering of shares of common stock of Toei Animation by existing shareholders (Bandai Namco and Sony Pictures Entertainment).

Davis Polk & Wardwell LLP

Davis Polk & Wardwell LLP has a long-established presence in the Japanese market and a strong reputation for representing Japanese issuers as well as international and Japanese underwriters in relation to debt, equity, hybrid, and structured transactions, including IPOs, 144A/Reg S bond offerings, and SEC-registered senior note takedown offerings. Jon Gray - widely praised for his ‘profound experience and expertise’ - is managing partner of the firm’s Tokyo office and boasts over 30 years of experience in Japan handling IPOs, global follow-on equity offerings, and follow-on debt offerings, among other matters. Christopher Kodama counts major Japanese and international companies, financial institutions, and governmental entities as clients. He is noted for his considerable experience in IPOs and US dollar debt offerings. Chihiro Sasaki stands out for his expertise in SEC-registered and private offerings.

Responsables de la pratique:

Jon Gray


Autres avocats clés:

Christopher Kodama; Chihiro Sasaki


Les références

‘Jon Gray is my favourite US law partner for Japanese issuers’ capital markets deals and generally for anything related to US law (as he can check with his US colleagues quite quickly for me). He is very considerate, responsive and always think about us first and very knowledgeable and has a sound judgment. His Japanese language capability is excellent.’

‘Jon Gray has been leading their capital market practice in Japan for a decade and Christopher Kodama was promoted to the partnership last year, which definitely strengthened the entire team. Christopher has solid capabilities in financial disclosure and accounting matters. While Jon is for Japanese companies in traditional industries, Chris is for start-ups with new and unique business models.’

‘Chihiro Sasaki deserves his promotion to counsel. Chihiro can bridge Japanese and English disclosure rules or differences in Japanese and US securities-related laws and regulations.’

Principaux clients

Sumitomo Life Insurance Company


Nippon Life Insurance Company


Mitsubishi HC Finance America LLC


Sumitomo Mitsui Trust Bank, Limited


Sumitomo Mitsui Financial Group, Inc.


Development Bank of Japan Inc.


Japan Finance Organization for Municipalities


Principaux dossiers


  • Advised the international joint lead managers and joint bookrunners in connection with the approximately ¥124.5 billion (approximately $831.7m) IPO and TSE listing of Kokusai Electric Corporation.
  • Advised the international joint lead managers and joint bookrunners in connection with the approximately ¥55.2 billion (approximately $390m) IPO and TSE listing of TRYT Inc.
  • Advised the international joint lead managers and joint bookrunners in connection with the approximately ¥44.6 billion (approximately $302.2m) and TSE listing of Trial Holdings Inc.

Simpson Thacher & Bartlett LLP

Simpson Thacher & Bartlett LLP’s capital markets practice in Japan has a strong reputation for handling matters on both the debt and equity side for major issuer and underwriter clients. Practice head Takahiro Saito regularly advises issuers and underwriters on global securities offerings by Japanese issuers, including 144A/Reg S offerings and US-registered offerings. With extensive experience advising major Japanese and international financial institutions on a broad range of capital markets transactions, Alan Cannon continues to play a key role in the team. David Snowden, promoted to partner in January 2024, has a varied practice that encompasses IPOs, 144A/Reg S debt and equity offerings, and public offerings in the US.

Responsables de la pratique:

Takahiro Saito


Autres avocats clés:

Alan Cannon; David Snowden


Les références

‘Takahiro Saito is very knowledgeable about our company and our services. Through his past experience, he is able to make timely and appropriate judgments and advice as to when and what kind of information is necessary.’

‘Taki Saito is an iconic lawyer and a man of the pen! He is highly reliable in his drafting skills.’

‘Takahiro Saito has been involved in many capital markets deals for a long time and has great knowledge about capital markets. David Snowden is very good too.’

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


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


Roland Corporation


SBI Sumishin Net Bank


Seven & i Holdings


Skymark Airlines


SMBC Nikko Capital Markets


Socionext Inc.


TRYT


Principaux dossiers


  • Advised Kokusai Electric Corporation in connection with its ¥108.3bn (approximately $721m) initial public offering of shares, including an international offering to institutional investors outside Japan pursuant to Rule 144A and Regulation S under the Securities Act.
  • Advised the international managers in connection with the ¥83.3bn (approximately $622m) initial public offering of shares of Rakuten Bank, Ltd., including an offering to institutional investors outside Japan pursuant to Rule 144A and Regulation S under the Securities Act.
  • Advised SBI Sumishin Net Bank, Ltd. in connection with its ¥49.8bn (approximately $374m) initial public offering of shares, including an offering to institutional investors outside Japan pursuant to Rule 144A and Regulation S under the Securities Act.

Baker McKenzie (Gaikokuho Joint Enterprise)

Baker McKenzie (Gaikokuho Joint Enterprise)’s capital markets team in Japan advises Japanese and international companies, investment banks, and government organisations on a broad range of debt- and equity-side matters, including stock option and corporate bond offerings. Practice head Seiji Matsuzoe has considerable experience in domestic and overseas capital markets transactions and is noted particularly for his work involving derivatives. Gavin Raftery has derivatives and structured finance expertise. Akiko Hosokawa and Toshio Shimada are also key contacts in the team.

Responsables de la pratique:

Seiji Matsuzoe


Autres avocats clés:

Gavin Raftery; Akiko Hosokawa; Toshio Shimada


Les références

‘Seiji Matsuzoe is our main contact point. He makes it easy to discuss ongoing items given his experience so there is no need to spend time sharing background details and we jump into the topic directly.’

‘Seiji Matsuzoe has been essential for us. He has a good understanding of the derivatives space and it is also notable he has a good sense of potential political risks to take in consideration.’

Principaux clients

Universal Entertainment Corporation


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


Morrison Foerster

Morrison Foerster’s capital markets group in Japan is praised by clients for its ‘deep experience in international capital markets’, with recent highlights for the team including advising British semiconductor and software design company Arm Holdings plc., majority-owned by Japanese conglomerate SoftBank Group, in relation to its $5.22bn IPO on the Nasdaq Global Select Market. With considerable experience advising issuers and underwriters on registered and unregistered equity offerings, Jesse Gillespie leads the practice alongside Mitsutoshi Uchida. Reiko Omachi and Hiroki Etani are key contacts. Akihiro Wani left the firm in October 2023.

Responsables de la pratique:

Mitsutoshi Uchida; Jesse Gillespie


Autres avocats clés:

Reiko Omachi; Hiroki Etani


Les références

‘Jesse Gillespie is one of the most experienced lawyers in Japan. He and his team are adept at gathering information, and in our cases, they contributed to the issuer by pointing out how irregular a planned covenant was so that we could reach the right decision. Additionally, he is a skilled negotiator, effectively trimming unnecessary suggestions to change the language.’

‘They have a global network bridging Japan and the US/EMEA/Asia.’

‘Morrison & Foerster has deep experience in international capital markets and provided us with productive advice based on market practices and precedent deals they have executed. They are able to give well-balanced advice on what kind of information should be delivered to the market or included in due diligence questions.’

Principaux clients

SoftBank Group Corp.


Nomura Securities


Daiwa Securities Co. Ltd.


CRE Logistics REIT, Inc.


SMBC Nikko Securities


Mizuho Securities


Japan Bank for International Cooperation (JBIC)


Nippon Prologis REIT, Inc.


Barclays Bank PLC


GLP J REIT


Principaux dossiers


  • Advised ARM Holdings plc on its $5.2bn initial public offering and listing on Nasdaq.
  • Advised international joint lead managers and Japanese underwriters on a JPY 50.3bn global offering of new investment units by Industrial & Infrastructure Fund Investment Corporation.
  • Acted for SMBC Nikko Securities Inc., Mizuho Securities Co., Ltd. and Daiwa Securities Co. Ltd. as underwriters in Japan Hotel REIT Investment Corporation’s JPY 12.2bn global offering of new investment units.

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden, Arps, Slate, Meagher & Flom LLP’s capital markets team in Tokyo handles IPOs in a broad range of sectors, including biotech and aerospace. Recent highlights for the group include advising discount supermarket chain Trial Holdings Inc. in relation to its $258m IPO on the Tokyo Stock Exchange. Practice head Kenji Taneda advises on a wide range of debt and equity offerings. Ken Kiyota provides key support, representing both issuers and underwriters.

Responsables de la pratique:

Kenji Taneda


Autres avocats clés:

Ken Kiyota


Les références

‘Kenji Taneda is the lead partner at Skadden who is responsible for their capital markets practice. Kenji is by far the best US lawyer in Japan for global capital markets matters. He provides clarity on unclear situations, shows a rational path forward and pitches in to help execute on that process. We could not have executed our IPO without the guidance of Kenji and probably no other lawyer would have been able to support our process which involved creative thinking around disclosure for a new industry. Kenji is the clear go-to lawyer for us on US law matters.’

‘Ken Kiyota is the counsel working on capital markets transactions at Skadden. While Ken is not a partner, his work and mentality resembles that of one. He is extremely knowledgeable about most capital markets issues and is ready to get in the trenches to move things along. Definitely would love to have him on our team anytime.’

‘Kenji Taneda is highly competent, responsive and very commercial. He knows the issues and gets transactions across the line and is a fair negotiator who provides commercial and practical solutions to issues.’

Principaux clients

ispace, inc.


Astroscale Holdings Inc.


Invincible Investment Corporation


Trial Holdings Inc.


Principaux dossiers


  • Represented Trial Holdings Inc. in its ¥38.9bn ($258m) initial public offering and listing on the Tokyo Stock Exchange.
  • Advised Astroscale Holdings Inc. on its initial public offering and listing on the Tokyo Stock Exchange Growth Market.
  • Advised Nomura International plc, Daiwa Capital Market Europe Ltd. and Morgan Stanley & Co. International plc as international managers on a $1.3bn follow-on offering of common stock by Socionext Inc.

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s capital markets practice in Tokyo is praised by clients for its ‘extensive experience’ in both ECM and DCM transactions. Recent highlights for the group include advising Japanese conglomerate SoftBank Group Corporation in relation to the public listing of its subsidiary, British semiconductor and software design company Arm Holdings Inc., as well as advising private equity management company Integral Corporation on its IPO and 144A/Reg S offering. With considerable experience in international equity and bond offerings, Keiji Hatano leads the practice alongside Nirav Mehta, who advises issuers and underwriters on initial and follow-on public offerings, among other issues.

Responsables de la pratique:

Keiji Hatano; Nirav Mehta


Les références

‘Keiji Hatano and Nirav Mehta are very knowledgeable about our company and our services. Through their past experience, they are able to make timely and appropriate judgments and advice as to when and what kind of information is necessary.’

‘Keiji Hatano is one of the smartest lawyers in the industry and a native Japanese speaker, which is good for Japanese clients.’

‘Keiji Hatano and Nirav Mehta provided speedy advice based on their precise knowledge in their field of expertise.’

Principaux clients

SoftBank Group Corp.


Integral Corporation


Rakuten Group, Inc.


Nomura Holdings, Inc.


Industrial & Infrastructure Fund Investment Corporation


Principaux dossiers


  • Advised SoftBank on complex issues leading up to and through the IPO of Arm Holdings plc.
  • Advised Integral Corporation on its approximately ¥20.7bn (approximately $140.1m) initial public offering.
  • Advised Nomura Holdings, Inc. in relation to its SEC-registered offering of $900m 6.070% senior notes due 2028 and $600m 6.087% senior notes due 2033.