Japan

Reviews

Practice area

IFLR1000 Reviews

Overview

Solicitors governing body: 日本弁護士連合会 Japan Federation of Bar Associations

Competition authority: Japan Fair Trade Commission (JFTC)

Financial regulator: Financial Services Agency 

IFLR1000 ranking categories for this jurisdiction:

Financial and corporate (published October) – Banking, Capital markets: Debt, Capital markets: Equity, Capital markets: Structured finance and securitisation, M&A, Project Development, Project finance

Jurisdiction overview

Japan has a robust independent legal market dominated by a handful of local brands. Attorneys at law – known as bengoshi – form the backbone of the country's legal community, while gaiben are lawyers from foreign countries licensed to practice law in Japan. A third category denotes foreign lawyers qualified under Japanese law. 

The liberalisation of Japan’s legal sector has been a gradual process, and before the introduction of the 1987 foreign lawyer law, the market had been completely closed to foreigners for 32 years. In 1994 an initiative that allowed bengoshi and gaiben to form specific joint enterprises and share profits didn’t attract much attention due to restrictive conditions and it wasn’t until 2005 that Japan began to see a notable increase in the presence of foreign lawyers. 

In 2005 gaiben were allowed to enter full partnerships with Japanese firms, which significantly eased restrictions on partnerships’ areas of practice. Although still only allowing Japanese lawyers to practice Japanese domestic law, a foreign lawyer qualified under Japanese law and gaiben were allowed to hire bengoshi and share a unified name. In 2010 amendments allowed foreign firms to incorporate as a Law Corporation allowing them to operate from their own offices in Japan. Firms operating in partnership with a domestic Japanese bengoshi lawyer were also permitted to form Law Corporations.

The international law firm response to these developments was diverse. A number took advantage of this liberalisation to provide a more comprehensive service to their clients, while others chose not to fully merge with Japanese law firms - remaining in joint venture arrangements with Japanese firms or individual bengoshi. Other international law firms with a presence in Japan decided to remain independent.

Despite painstaking liberalisation, it’s clear that over time increasing pressure alongside socio-economic realities of globalisation are combining to supplant protectionist concerns. 

In regards to firms themselves, the 'Big Four' – namely Anderson Mōri & Tomotsune, Mori Hamada & Matsumoto, Nagashima Ohno & Tsunematsu and Nishimura & Asahi – is an informal term denoting the largest firms headquartered in Japan. More recently, the moniker 'Big Five' has become increasingly used to accommodate TMI Associates, which has grown rapidly since its establishment.

Adam Majeed - Asia-Pacific Editor

IFLR1000 2019: Japan market trends and developments

Financial and corporate
Anderson Mori & Tomotsune

One among the market’s big four firms, Anderson Mori & Tomotsune (AM&T) is strong across the board in financial and corporate transactional matters. It excels in capital markets work where it has a strong reputation in the primary offerings of Samurai bonds, Uridashi offerings, J-Reits, equity offerings, and international offerings of convertible bonds by Japanese issuers.  

During the research period, the firm was engaged in many bond mandates including the first ever convertible bonds in accordance with green bond principles and the first ever covered bond issuance by a Japanese bank.  

The firm’s M&A practice recently took up a fair share of healthcare deals. 

The projects practice soldiered on with the privatisation of Japan’s major airports – an enduring trend in the market.  

Recent Deal Data highlights 

•Cosmo Energy Holdings Company ¥60 billion convertible bond issue 

•Fukuoka International Airport ¥491 billion privatisation 

•Gakken Holdings ¥15 billion acquisition of Medical Care Service Company  

•JSR Corporation $400 million acquisition of CrownBio  

•Pattern Energy Group and Green Power Investment Corporation 121.6MW wind farm 

•Republic of the Philippines ¥154.2 billion samurai bond issue   

•Sumitomo Forestry ¥10 billion convertible green bond issue 

•Sumitomo Mitsui Banking Corporation €10 billion covered bond issue 

Client feedback

"I have a lot of admiration for its accurate advice." - Banking

"As this is a very big law firm in Japan, there are many experts in various fields of specialty." - Capital markets: Structured finance and securitisation

"Very strong capability in compliance and regulatory issues. But it is equally skilled in the area of Japanese securitisation and structured finance. Our equity business also uses it and rates the firm highly." - Capital markets: Structured finance and securitisation 

"Very good and a satisfactory experience. The firm has broad knowledge of regulations and the practical aspects of the industry." - Capital markets: Structured finance and securitisation

"The firm's work was excellent. It has a very capable and experienced team led by Mr Kabata who knows the industry norms well and effectively manages legal costs to benefit clients." – Investment funds

"Clear, succinct and practical advice; adapts to client needs and a strong advocate when needed." – M&A

"Very good. It considers our client's intentions in negotiations with purchasers or a purchaser's legal advisor." – M&A

"We have a long-term relationship with this firm and they know our circumstances. Its response is always quick and effective, and it has a wide range of expertise, providing experts on each matter." – M&A 

"It is practical, efficient and responsive, internationally minded with good workaround local solutions." – Project development

"It has good knowledge and rich experience of the concession business in Japan." – Project finance

Naoyuki Kabata

"Kabata is strong advising on structures, has speedy drafting skills, to go alongside his problem solving and cost management skills." 

Atsutoshi Maeda

"He's responsive and practical, with excellent comprehension of a client's requirements."

Len Matsunaga

"He is very professional and covers not only matters in Japan but USA. His response is always quick and reasonable. He can refer his colleagues for the specific issues such as tax and IP, and he is flexible and ready to discuss the total legal cost management."  

Raku Raku

"He's flexible and provides communication across the project members and in negotiations with counterparts."

Hiroaki Takahashi

"One of the leading experts in Japanese securitisation and structured finance. Extremely creative and innovative in his structures, and has deep knowledge of regulations and standard practice."

"He does his best for clients providing the best solutions."

"I am greatly helped by the accurate advice based on his high experience."

"I have worked with Mr Takahashi since 1995, and I am always satisfied by the legal service he has provided. His analysis has been thorough and in-depth."

Makoto Terazaki

"He is knowledgeable and has rich experience of the domestic airport concession business in Japan."

Ko Wakabayashi

"Excellent lawyer who understands global firms' needs and is able to adapt such needs to local market standards. He's able to communicate with senior members in New York as well as with local teams and is very responsive."

 

Atsumi & Sakai

Atsumi & Sakai is best known for its structured finance and securitisation work, but also has a strong project development and finance practice. It was among the first Japanese law firms to create a foreign law joint enterprise to attract foreign attorneys as partners.  

In the research period the firm’s fintech team has been busy supporting the Japan Blockchain Association and the Mitsubishi UFJ Financial Group’s digital accelerator programme.  

The M&A team has been active in confidential mandates in the automotive, manufacturing and technology sectors.  

The firm has also been active in outbound projects work, renewable energy and private finance initiative (PFI) projects in the social infrastructure space.  

The firm hired projects partners Hiroshi Maeda and Mihoko Shima from Nishimura & Asahi this research period, and brought in the former commissioner of the financial services agency of Japan, Nobuchika Mori, too.  

Recent Deal Data highlights 

•Fukuoka MICE PFI 

•Nagoya MICE PFI 

•Photovolt Development Partners Ukujima 480MW solar power plant 

Client feedback

"The firm's real estate lending work is professional and efficient." – Banking

"It is extremely professional." - Banking

Takumi Fukuda

"Takumi Fukuda is the consummate professional."

"Takumi is very professional and easy to work with."

 

Baker McKenzie

Firmly entrenched in Japan’s legal market with a large practice and abundant bengoshi,Baker McKenzie is known for project development, a high-volume M&A practice, and samurai bond expertise.

The firm’s M&A team was engaged in mandates in the financial services, banking, pharmaceuticals, insurance and food and beverage industries recently.

The firm’s projects group is among the largest in Japan and was highly active last year in solar financings, biomass projects, and in the Japanese market’s spate of airport privatisations.

Baker McKenzie was hit by departures during the research period, with finance partner Yasuhisa Takatori leaving for Orix Corporation, capital markets partner Ken Takahashi retiring from practice, and M&A partner Kazutaka Mizuochi leaving for Hibiya Nakata. The firm did bring in projects counsel Stephen Clugston from Norton Rose Fulbright, but lost senior counsel Anne Hung from the same team. 

Recent Deal Data highlights

•                      Faurecia $1.25 billion acquisition of majority stake in Clarion

•                      Fuji Oil $750 million acquisition of Blommer Chocolate Company

•                      Fukuoka International Airport ¥491 billion privatisation

•                      Ibaraki biomass power plant

•                      Mitsubishi UFJ Trust and Banking Corporation $2.9 billion acquisition of Colonial First State Global Asset Management

•                      Oita solar power plant

•                      Volkswagen Driver Japan $1 billion ABS

•                      Yonago Tottori wood chip biomass power plant

Client feedback

"The firm is quite knowledgeable about the most recent trends in the leveraged buyout market and practice, and the thought process of the Japanese corporate banks." – Banking

"Overall we were very happy with Baker McKenzie's input and advice on the deal, which helped us get the deal over the line. Its support was invaluable given the short timeframe and new transaction/deal structure for us. In particular, Seiji Matsuzoe provided us with timely, sensible, and pragmatic legal advice, and was able to distill the key legal issues, and explain the nuances of the new transaction structure to us in an easy to understand manner. Seiji is also very easy to work with, takes time to understand commercial goals, operates in a calm manner, and is very responsive and also generous with this time." – Capital markets: structured finance and securitisation

"The first case where we required its help was quite sensitive and was supposed to require onerous workload. Thanks to the lawyer's insightful suggestion, the work amounted to much less and the result was quite good." – Financial services regulatory

"I am satisfied with the work provided by Baker McKenzie, and the firm was well-received by our client. Baker McKenzie provides pragmatic and feasible solutions to challenging issues." – M&A

"While the quality may vary depending on a location or team, the team we worked with was just excellent as it was responsive, thorough, dedicated and creative." – M&A

"High level M&A professionals, experienced team, easy-going, and it fills in the cultural gaps." – M&A

"Outstanding work in every respect." – M&A

"The carve-out transaction was very complex, with multiple jurisdictions, perimeters and transaction structure. Jeremy White and the broader Baker McKenzie team did an exceptional job of giving the right advice to our client and managing all the legal matters. The client was also not the easiest to work with, with lots of internal politics, but Baker McKenzie always gave the right counsel even when it was a difficult message to hear for the client. During negotiations with bidders, Baker McKenzie was polite but firm, it did a great job of giving up on low value points while retaining high value points for the benefit of our client." – M&A

"Strong negotiation skills with proper suggestions on legal aspects. Quick review and action to meet the our schedule of contracts." – Project development

"The drafting is always based on detailed consideration for the potential risks and precise analysis of relevant laws and regulations. Also, Baker McKenzie is a strong source of information for any legal issues and market trends." – Project development

"Baker McKenzie Tokyo has a fantastic projects practice that offers local Japanese expertise and experience—with a very thorough understanding of local laws and regulators—coupled with international law firm standards. It has been able to assist us with all aspects of the project life cycle—from incorporation to the closing or, in some cases, dispute resolution." – Project development

"The firm helped us with our fourth deal in a sequence; great to work with, very efficient." – Project finance

"Impressive. The quality of its work is excellent." – Project finance  

Pierre Chiasson

"He's extremely committed; very responsive; fun to work with; offers solid legal advice, and is solution oriented."

"We cannot find any weakness in its work for us; the firm is strong across the range of contract issues in our business."

Samir Desai

"Samir is good at managing clients, offers speedy responses and detailed explanations."

Yukata Kimura

"He is extremely good at providing pragmatic and feasible solutions. Also, he's a good negotiator with a cool head and warm heart."

Shinichiro Kitamura

"First of all, he is very responsive and approachable. He is very client-oriented and implements clients' feedback. He is experienced and known in the leveraged buyout market in Japan as he gives the best advice based on his deep knowledge of Japanese corporate banking practice."

Tsutomu Kobayashi

"He is a true professional and an excellent project finance lawyer."

Ean Mac Pherson

"Ean Mac Pherson has been an extremely dedicated counsel and support to our team. He consistently goes above and beyond for us in terms of our very tight deadlines and keeping costs/fees very reasonable. Ean presents very calmly in difficult and stressful situations and is able to come up with creative solutions to the project dilemmas that we run into. He has taken the time to get to know our business over the past years and it really shows in the way in which he provides tailored advice to our issues whether on EPC contracts, project development issues or in general corporate matters. Ean has assembled an excellent team of Japanese lawyers to support his practice, notably Masahiro Tanabe which has meant that they have been able to provide us with a seamless and dedicated local Japanese language law offering, coupled with international standards."   

Seiji Matsuzoe

"I have very high assessment of his profound insights and expertise to solve issues."

"Seiji Matsuzoe has great breadth and depth of expertise across derivatives, banking regulation and capital markets transactions in Japan. He is easy to work with, is always calm under pressure, and provides pragmatic and sensible legal advice that takes into account our commercial objectives. He is also very generous with this time and always willing to field queries, going above and beyond to provide us with additional value."

Hideo Norikoshi

"Hideo is not just a legal advisor but an excellent business advisor, providing practical solutions in light of the business we are doing."

Jeremy White

"Very responsive, aligned, and productive."

"Outstanding in every respect. Deliberate, thoughtful, technically skilled and above all, highly creative in coming up with solutions." 

"Jeremy did an outstanding job at shepherding the transaction through. He was always composed and knowledgeable of the legal issues. There were times when we had to make some important decisions relating to structure and IP valuation, and Jeremy's sound judgment and evaluation of the various options was exemplary and added value for the client. He was always accessible and willing to get on calls late at night when required, even if it was on short notice. Overall a great partner and one I would highly recommend to my other clients in looking for a M&A law firm in Japan."   

 

Clifford Chance

Clifford Chance’s foreign lawyers and Japanese bengoshi operate under a financially integrated platform offering clients inbound and outbound expertise supported by a strong global network. The firm has a market leading debt capital markets practice and its strong finance capability bodes well for its projects practice, which moved up a tier this year.

The finance practice was highly active in aviation, shipping, renewable and acquisition finance recently.

During the research period, in the capital markets area, the firm has been very busy acting for the banks in convertible bond issuances that included the world's first green convertible bond. The debt capital markets practice also advised on the largest samurai bond issuance in 2018, Philippine’s debut public samurai bond issuance, and the first ever Japanese law governed callable bonds by a non-Japanese issuer.

The projects practice was engaged in airport privatisations, solar and wind financings, and many other outbound mandates.

During the research period the firm brought in counsel Hajime Saito from Linklaters in Tokyo, but lost banking partner Masayuki Okamoto.  

Recent Deal Data highlights

•                      CBRE Global Investors ¥20 billion acquisition of Kitahama Nexu Building

•                      Fukuoka International Airport ¥491 billion privatisation

•                      HSBC Holdings $1.450 billion callable triple-tranche TLAC samurai bond issue

•                      Lloyds Banking Group $1.5 billion triple-tranche MREL samurai bond issue

•                      Republic of the Philippines $1.4 billion samurai bond issue

•                      Sumitomo Forestry ¥10 billion O% convertible green bond issue

•                      Takashimaya Company ¥60 billion O% convertible bond issue

•                      Tono City 46MW solar power plant

Client feedback

"Excellent. Very informative, good schedule management and hard working." – Banking

"The firm has professional and sophisticated staff even at the associate level. Its teamwork is organised with a decent level of information sharing within the team." - Banking

"Clifford Chance Japan has always been supportive to any requests and were fully committed to support us in any issues." – Banking

"The firm is very flexibile and always give us good advice and proposals to execute transactions safely. Especially Reiko Sakimura who is very reliable in the public sector." – Capital markets: Debt

"Clifford Chance's strong point is understanding our business and relationships with lenders." – Capital markets: Debt

"Clifford Chance is proactive, efficient, commercial, responsive, and cost effective." - Capital markets: Debt   

"High level of knowledge of transaction structures and substantive law supporting structures. The firm is efficient and helped to resolve issues and move the matter to completion. It met all deadlines and responded promptly." – Capital markets: Structured finance and securitisation 

"The most regardable point is the speed of each response. The firm has met our expected timeline with a certain level of quality." - Capital markets: Structured finance and securitisation

"The firm is reliable and provides timely responses." – M&A

"Excellent client service. Prompt responses and knowledge of what the client needs." – M&A

"It is very committed and always provides advice proactively in a very timely manner." – M&A

"Very good service overall. Excellent English writing skills and clear writing." – M&A

"The law firm always provided us with timely and effective legal services in, among others, due diligence, contract drafting, and negotiation with the counterparty." – M&A

"Because Clifford Chance has plenty of experience with finance and natural resources projects, we asked it to be our legal advisor in an Indonesian project. Such experiences are a major strength. To tell the truth, its fees are higher than major Japanese law firms; however, its excellent legal support in such an area is valuable." – Project development

"Totally satisfied with this firm. In addition to the accuracy and promptness based on its global network all over the world, it is also familiar with Japanese practices and regulations, especially public affairs." – Project finance

"Our partner understands our loan agreement well. So, he advises us with good views even though we don't explain everything around new issues.” – Project finance

Yusuke Abe

"He has good legal skill and knowledge, and can coordinate communications not only with clients but also with us."

"I appreciate his responsiveness and accessibility."

"He understands not only our business but also our relationships with lenders. So, when I talk with him, his responses are quick. The advice totally satisfies us."

"He understands our documents and advises us correctly, even though we don't explain all of the background. His replies and document preparation is always in a timely manner."

"He is smart and amicable. Regarding his strengths, it is striking that he is intent on gathering information on the client. In other words, he has a wealth of knowledge about the client. For example, it is not uncommon that, when we explain the current status of a project to him, he already knows most of it. Thanks to his attitude, we don't need to consume a lot of time explaining and can have a deep discussion with him."

Tatsuhiko Kamiyama

"Excellent experienced lawyer."

"Highly skilled. He's experienced in private equity transactions and accessible."

"The lawyer responded to our requests and inquiries in a timely manner, liasing closely with his overseas colleagues."      

Leng-Fong Lai

"Leng-Fong Lai managed multiple matters efficiently. He has a sophisticated understanding of issues, client needs and objectives, and a high level of substantive legal knowledge. He works effectively across jurisdictions."

Reiko Sakimura

"She's commercially aware, responsive, practical, efficient and good value."

Masafumi Shikakura

"Very dedicated to providing service in a very timely manner."

"Very diligent, clear legal advice, and excellent English writing skills."

Akihiko Takamatsu

"Excellent. We put all our trust in him."

"Akihiko is professional and sophisticated with organised teamwork and a decent level of information sharing within the team."

Elizabeth Wood

"Elizabeth supports us very closely in a timely manner. She understands well how to work with a Japanese company and has deep knowledge and experience in the petrochemical sector."

 

Davis Polk & Wardwell

Davis Polk & Wardwell is well known for its high-end capital markets and M&A practices, routinely advising Japanese and non-Japanese issuers and underwriters on their rule 144A and SEC-registered transactions, while acting for potential buyers and sellers in a variety of cross-border transactions including a mix of outbound, inbound and Japanese business combinations.

Over the past 12 months, the firm’s Tokyo office advised on 29 global capital markets debt, equity and hybrid transactions, with an aggregate value of over $55 billion, and its M&A team advised on 14 Japanese cross-border deals worth over $77 billion. Its recent mandates involve financial institutions and companies in the pharmaceutical, industrial, and consumer sectors.

The firm has taken the lion’s share of capital markets and M&A mandates available to the market last year, including the largest overseas takeover by a Japanese company and the largest IPO in Japan and second largest globally.

It also shored up its M&A practice with the significant hire of market leader Ken Lebrun from Shearman & Sterling, but lost counsel Mörk Murdock to Squire Patton Boggs.

Recent Deal Data highlights

•                      Altaba $4.3 billion block trade of Yahoo Japan Corporation shares

•                      Arteria Networks Corporation TSE IPO

•                      Mitsui Sumitomo Insurance Company $920 million 4.950% bond issue

•                      Orix Corporation $850 million acquisition of NXT Capital

•                      Seven & i Holdings $600 million 3.350% bond issue

•                      SoftBank Corp TSE IPO

•                      Takeda Pharmaceutical $57 billion acquisition of Shire

•                      Toyota Motor Corporation $2 billion bond issue

Client feedback

"Since Jon Gray joined the firm, my experience with Davis Polk & Wardwell has significantly changed in terms of the quality and speed." – Capital markets: Debt

"User-friendly attitude, quality of advice and fee. We consider the firm the best in Japan in the capital markets area in terms of expertise, response times, and willingness to help. We feel like the firm cares about us and understands our internal policy requirements, which tend to be much stricter than our peers as we tend to vet internally more thoroughly than our peers." – Capital markets: Equity

"The firm has broad M&A experience involving Japanese companies and it is knowledgeable of M&A practices both in the US and Japan, effectively combining its global capabilities. In addition, it is well aware of potential issues and concerns from not only the transaction parties' viewpoint but also the financial advisors' view point. Therefore, it is always helpful and an important resource for us to evaluate potential issues that may arise from Japan related M&A financial advisory work." – M&A   

Jon Gray

"Jon is my favourite US law partner for Japanese issuers' capital markets deals. He is very considerate and always thinks about us first. He is also very knowledgeable, has sound judgement, and his Japanese language capability is excellent. Also, Jon has a really nice personality and is very pleasant to work with."

"Since his joining Davis Polk & Wardwell, the quality of services, speed of responses and comprehensive legal advice makes Davis Polk & Wardwell an outstanding firm."

Ken Lebrun

"Ken Lebrun is always client-focused, responsive and reliable. He has extensive knowledge and skills based on lengthy M&A market experience involving Japanese companies. He has great language capabilities in English and Japanese and understands what services we require. He also has integrity and a good personality. Ken is efficient and his fee level is reasonable.  He is a true trusted advisor and is one of the best M&A lawyers in Japan. So, I always feel comfortable with working with him."

 

Hibiya Nakata

Hibiya Nakata is a boutique Japanese law firm that is focused on inbound and outbound M&A work. It caters to mid-sized cross-border M&A transactions, works closely with Allen & Overy, and has access to the Pacific Rim Advisory Council network.

During the research period, the firm kept busy in a host of outbound M&A mandates in the manufacturing, automotive, banking, energy and water industries across jurisdictions such as India, Australia and Indonesia. The firm was also engaged in interesting mandates involving highly hydrolysed water products, gas detectors and staffing companies.

In July 2018 the firm brought in partner Kazutaka Mizuochi from Baker & McKenzie Tokyo, but lost partner Haruka Murata in February 2019 to newly established firm, Miura & Partners. 

Recent Deal Data highlights

•Bank Tabungan Pensiunan Nasional $1.7 billion merger with PT Bank Sumitomo Mitsui Indonesia  

•Outsourcing $40.6 million acquisition of Project Management Partners

•Tadano Group joint venture with Escorts

 

K&L Gates

K&L Gates in Tokyo is best known for its work in asset finance, particularly in aviation finance. It also has expertise in real estate, shipping, rail, container and telecom equipment finance.

During the research period, K&L Gates’ was predominantly active in mandates concerning the acquisition and financing of aircraft, including acting in Japanese Operating Leases with Call Option (JOLCO) transactions for Vietjet, Virgin Australia Airlines, Vietnam Airlines and Scandinavian Airlines.

In November 2018, the firm brought in counsel Tomohiro Kitada from The Bank of New York Mellon in Tokyo. 

Recent Deal Data highlights

•Vietjet Aviation Airbus A321-211ceo aircraft JOLCO financing

•Vietnam Airlines Aibus A321neo JOLCO financing

•Virgin Australia Airlines Boeing 737-800 JOLCO financing

Client feedback

“The firm was fantastic, very attentive and proactive. It was commercial and likeable. We've had great experiences.” – Asset finance

“The law firm focuses on the most important points.” – Asset finance

 

Kaynex Law Offices

With a head count of just six lawyers, Kaynex is a small law firm based in Tokyo, Japan. The firm provides all of its clients, both domestic and international, with services across a range of practice areas, such as finance, M&A, real estate, general corporate, employment and disputes matters. It is particularly active in the real estate industry, where the firm’s partners are regularly engaged in cross-border transactions on behalf of its clients. Clients include major real estate funds, asset management companies and banks. 

Client feedback

"A team of highly skilled professionals with top-tier experience in the real estate industry. It is able to recommend practical alternative approaches at each juncture of any deal. Extremely agile and quick in responding to a client's needs and queries. Going forward as its business scales up, maintaining the quality of service could be a challenge, as is the case for any law firm. However, I know that the partners are actually quite good at training new blood, so my hopes are high." - M&A

 

Latham & Watkins

Latham & Watkins’ Tokyo practice is at the forefront of project development and project finance mandates run from Japan. Globally, the firm’s project finance team advised on over 80 project finance transactions at an aggregate value of more than $50 billion.

With its energy experts based in Tokyo, the Latham & Watkins team has been busy with a variety of outbound project mandates in the past 12 months. These include the first onshore LNG project in Mozambique; one of the new generation geothermal projects being undertaken under Indonesia’s fast track 2 programme; one of the largest power deals to date in the Philippines; the largest-ever infrastructure project financing in Africa; and potentially the largest ever project financing in the US.

In April 2019, the firm relocated projects partner Stephen McWilliams from Singapore to assume the role of managing partner of Latham & Watkins’ Tokyo office.

Recent Deal Data highlights

•                      Atimonan 1200MW coal-fired power plant

•                      Convalt greenfield 300MW solar power plant

•                      JERA acquisition of 50% in Linden Cogen

•                      Mozambique Area 1

•                      Nacala Corridor Railway

•                      Rantau Dedap 98.4MW geothermal power plant

•                      Redondo Peninsula Energy 300MW coal fired power plant

•                      SMC Global Power Holdings $2.4 billion acquisition of Masin-AES

•                      Mercari TSE IPO

Mayer Brown

In early 2018, Mayer Brown marked its expansion into Japan with the opening of its Tokyo office, bringing in Ashurst’s former Tokyo managing partner Rupert Burrows.

The firm focuses primarily on developing its presence in international infrastructure projects in the energy, chemical and transport sectors. Clients include large Japanese companies, trading houses, utility and energy companies.

Due to the international nature of the firm, Mayer Brown’s Tokyo office is able to leverage its global network to support its clients in cross-border energy and infrastructure transactions. 

Recent staffing changes include the addition of Hallam Chow from White & Case as a partner and head of projects in China in March 2018. 

Client feedback

"The firm offered very practical advice considering the situation." – Project development

“The partner I worked with is very knowledgeable and reliable based on his broad experiences in project finance, including his secondment to a Japanese governmental financial institution. I believe it enhances the capability of the firm." – Project finance

 

Mori Hamada & Matsumoto

Big four firm Mori Hamada & Matsumoto (MHM) is transactionally strong across the board. It has a high volume M&A practice and is often the choice for counsel in acquisition financing, IPOs, euro convertible bond offerings, and J-REIT formations and offerings. 

MHM’s finance team has been busy with leveraged and acquisition financings, conventional and renewable energy financings, including solar and offshore wind, which promises to be the next big trend in Japan. 

The firm’s equity capital markets practice dominated the IPO market in the research period acting in Japan’s largest IPO and the second largest ever after Alibaba, the first IPO by a Japanese unicorn, and a rare exit strategy IPO in the Japanese context. The firm has also done a lot of bond work. 

A notable private equity deal saw it work on one of the largest take-private transactions in Japan.  

In the research period the firm lost M&A partner Harumichi Uchida to TMI Associates.  

Recent Deal Data highlights 

•Arteria Networks Corporation TSE IPO 

•Banpu Kurokawa solar power plant 

•Baring Private Equity Asia $900 million acquisition of Pioneer Corporation 

•Calsonic Kansei $7.1 billion acquisition of Magneti Marelli 

•Idemitsu Kosan / Showa Shell merger 

•Mercari TSE IPO 

•SoftBank Corp TSE IPO 

•World Co TSE IPO 

Client feedback

"The firm gives us the right solution when we arrange syndicated loans." – Banking

"We were satisfied with the legal services provided by the firm and it was cost-effective." – Banking

"The firm provides professional - but still efficient - comments in a very timely manner." – Capital markets: Debt

"The firm understands the business well and can give us reasonable advice." – Capital markets: Equity

"The design of the capital increase was unusual; however, the firm has the ability to positively accept any changing sphere and find a legal solution. It can engage in discussions from multiple perspectives, including practical perspectives, business sense, and insight as a marketer, without being confined to legal perspectives." – Capital markets: Equity

"It is highly sophisticated and provides prompt responses. The firm clearly points out legal issues and proposes practical solutions against the issues." – Capital markets: Equity

"It's very good. The senior partner is supported by a very well-resourced and experienced team." – M&A

"It is well-organised and provides effective advice; has a strong commitment to the private equity industry; has great cooperation with other law firms; provides full package support from M&A to LBO financing; has a broad knowledge of various industry practices; and provides effective legal support on portfolio companies." – M&A

"The firm provides speedy and effective legal advice with good organised team work." – M&A

"Very high quality advice based on extensive knowledge and expertise of various types of transactions, in particular acquisitions of large domestic enterprises." – M&A

"MHM provides good quality legal advice in cross-border matters alongside its overseas partner firms. Domestically, it is already a top level law firm." – M&A

"I would like to recommend this firm to my colleagues for two reasons. First, efficiency. It proceeds with tasks with limited intelligent members, increasing accuracy and speed, and eliminating redundant tasks and charges. Second, good balance. Some lawyers tend to encourage their clients to negotiate too aggressively with counterparts without considering counterparts' thoughts and strategies. MHM, however, places importance on identifying points that counterparts can agree on, and advises clients on how far it can go. As a result of that, in my opinion, its clients can avoid 'deal breakers' many times." – Private equity

"The team managed by Mr Sato is among Japan's best for law firms that deal with structured and project finance." – Project finance

"The firm provides practical documentation and legal advice at reasonable attorney fees." – Project finance

Hiroki Aoyama

"He has deep knowledge of banking and finance."

Akira Ehira

"Good lawyer that's always available."

"The firm's strength reflects his own strength." 

Reiji Hosokawa

"Good communication and knowledge with willingness to help us solve issues."

Takayuki Kihira

"The reason that I have long used Mori Hamada & Matsumoto is that Takayuki Kihira has been working there. I believe that his 24/7 commitment creates that assurance as he listens to clients' opinions very carefully. For clients who do not have ideas on legal issues, he explains in detail the meaning and impact, and gives concrete ideas on how to react to those issues. On the other hand, for clients who have enough knowledge and experience on those matters, he immediately shares creative ideas he prepares prior to the sessions. Due to those efforts, not only I, but also my colleagues and companies to which I have introduced Takayuki retain him as a legal advisor for every project they are involved in."

Takahiro Kobayashi

"Very reliable and responsive and very capable in providing proper legal advice."

"Provides advice and solutions best suited to clients."

Yoshihiro Kojima

"His experience in M&A is very helpful and valuable. Kojima can deliver great performances in cross-border situations as well."

Masakazu Kumagai

"Highly accessible and responsive to our inquiries, with many years of practical experience in equities and familiarity with the practice. He provides logical and practical legal advice, proposing solutions from a customer's perspective."

Akira Matsushita

"He is very experienced and knowledgeable, and we are satisfied with his professional services as well as good communication skills."

"He provides speedy and effective legal service with enough experience in M&A and legal strategy against activists."

Toshimitsu Nemoto

"A rare counsellor who can engage in discussions from multiple perspectives, without being confined to legal perspectives."

Shigeki Okatani

"He understands precisely our needs and intentions, tends to listen to our demands and confirms beforehand."

"He builds strong teams to support our projects and the teams are highly committed to our projects due to his management capabilities."

"Mr Okatani is one of the leading lawyers in the solar energy business. His depth of knowlege about related laws and regulations as well as industry business structure helps us in many aspects. His diligent attitude toward work and clients should be highly regarded." 

"He speedily provides practical documentation and legal advice."

"His industry knowledge and expertise is very profound and his problem-solving capabilities are awesome."

Taro Omoto

"Taro is very diligent and thorough."

Masanori Sato

"The best finance lawyer in Japan."

"He has abundant experience and knowledge, and his advice is appropriate. He is a reliable lawyer, theoretical, and has persuasive power over a counterparty."

"Very professional and very reliable." 

Naoya Shiota

"Shiota possesses strong responsibility and commitment; broad knowledge of industry practices; and high accessibility and strong client relationship management. He's widely recognised by the Japanese legal community, which is important in order to execute transactions in Japan. He also has wide M&A coverage, from distressed situations to financing, and great access to a global network and great cooperation with other legal firms."

Yusuke Suehiro

"Very good knowledge and experience of asset backed finance and structured finance. His regulatory advice and drafting skills are reliable." 

"He is a very experienced lawyer. His advice is always reliable especially in terms of documentation."

Katsumasa Suzuki

"Suzuki's work is very sure and practical. His fair, in-depth and dedicated approach strongly helps in-house practitioners."

"He has strong communication skills. He understands quickly where the problem is."

Koji Toshima

"One of the best M&A lawyers I have ever worked with. He has a fluent business practice with very deep regulatory knowledge, and provides us us with very practical advice."

Tomohiro Tsuchiya

"He has deep knowledge of clients' businesses and a good understanding of clients' needs."

 

Morrison & Foerster

Morrison & Foerster is firmly embedded in the Japanese legal market with the capability to staff its mandates with US-qualified attorneys and Japanese bengoshi. The firm excels particularly in M&A, equity capital markets and projects work.

Softbank is a key client of the firm, and in the past 12 months, it assisted its vision fund with its industry-shaping investments in ride hailing and online-to-offline technologies. The latest iteration being its investment in Grab following the purchase of Uber’s assets in South East Asia. The firm has also been busy in technology, automotive and healthcare M&A mandates.

Its projects practice has been busy with work in the Philippines, including the country’s first LNG receiving terminal.

The firm’s M&A practice was hit in the research period with the departures of partners Ivan Smallwood, Noah Carr and Stuart Beraha to Latham & Watkins. Additionally, Dale Araki left for K&L Gates.

Recent Deal Data highlights

•                      Asahi Kasei Corporation $1 billion acquisition of Sage Automotive Interiors

•                      Envision Group acquisition of majority stake in Nissan Motor’s battery unit

•                      Grab Holdings $1.46 billion series H financing

•                      Mitsui Fudosan Logistics Park ¥35.2 billion secondary share offer

•                      Philippine LNG terminal

•                      Renesas Electronics Corporation $6.7 billion acquisition of Integrated Device Technology

•                      SoftBank / Toyota Motor Corporation joint venture

•                      Takara Leben Real Estate Investment Corporation TSE IPO

Client feedback

“The firm was diligent, responsive and knowledgeable about its work. It was a lot more proficient communicating in both English and Japanese than most other Japanese law firms." – Financial services regulatory

 

Nagashima Ohno & Tsunematsu

Nagashima Ohno & Tsunematsu (NO&T) is one of Japan’s four largest independent firms that excels across the board in transactional work. The firm is noted for its large market share in the securitisation market, and routinely picks up market leading mandates in M&A and capital markets. 

In the past year the firm was busy with real estate and acquisition financings including one of the largest available available to the market this year. The firm was also active in the capital markets acting on a panda bond issuance that was the first ever by a Japanese bank; the largest-ever block trade by a Japanese issuer; and a rare exit strategy IPO in the Japanese context. In M&A, it acted on some of the largest deals of 2018 that includes its work for Shire in its acquisition by Takeda in what was the largest overseas takeover by a Japanese company in history.  

The firm had a stable year with no lateral movements but had a round of promotions to partnership in its M&A and banking and finance practices.   

Recent Deal Data highlights 

•Altaba $4.3 billion block trade of Yahoo Japan Corporation shares 

•Arteria Networks Corporation TSE IPO 

•Fukuoka International Airport ¥491 billion privatisation  

•Johnson & Johnson ¥230 billion acquisition of Ci:z Holdings 

•Mizuho Bank Rmb500 million panda bond issue 

•Republic of Indonesia ¥100 billion samurai bond issue 

•Takeda Pharmaceutical $57 billion acquisition of Shire  

•TAL Dai-ichi Life Australia A$640 million acquisition of Suncorp Life Australia 

Client feedback

"Its professional advice for innovative structures differentiates it from other law firms. Also, the firm always provides us with legal services in a timely manner at reasonable cost." - Capital markets: Structured finance and securitisation

"We have worked with this firm for over 15 years because its response is quick and reliable." - Capital markets: Structured finance and securitisation

"We really appreciate its broad and deep knowledge regarding securitisation. Also, the firm always responds to us in a timely manner within strict budget." - Capital markets: Structured finance and securitisation

"Excellent." – Project finance

Jiro Mikami

"Impressive."

Motohiro Yanagawa

"He is very flexible in his way of thinking and offers us professional advice and solutions for innovative structures, which differentiates himself from other lawyers. Also, he always provides us with legal service in a proactive manner."

"He is a well experienced partner with highly qualified capability. His advice and work is speedy and reliable. And his suggestions and opinions are far beyond our expectations."

 

Nishimura & Asahi

Among Japan’s big four, Nishimura & Asahi is one of the oldest and largest firms in the country. It has the largest asset finance practice in the country and acts for both lenders and borrowers in acquisition finance.  

It has been another busy period for the firm in securing landmark mandates, as its finance team has been busy with acquisition finance work acting for borrowers in deals including the market’s first hybrid leveraged financing with venture capital financing. Its project finance team has also been active advising borrowers in the largest project finance deal in Japan, and in top solar and biomass mandates. 

In capital markets work the firm has acted for issuers in the first IPO by a unicorn company in Japan and in euro convertible bond issuances. 

In M&A it advised Takeda in the largest Japanese foreign takeover in history, which was also the market’s first instance of mixed consideration being utilised to complete the transaction.  

In the past 12 months, Nishimura & Asahi lost projects partner Hiroshi Maeda and Mihoko Shima to Atsumi & Sakai, while M&A partner Koichi Kusano left for Japan’s supreme court. The firm’s corporate practice also had a round of internal promotions to partnership.   

Recent Deal Data highlights 

•Aioi City 200MW biomass power plant 

•Idemitsu Kosan / Showa Shell merger 

•Kobe 1400MW coal-fired power plant 

•Line Corporation $1.35 billion convertible bond issue  

•Mercari TSE IPO 

•Seven & i Holdings $600 million 3.35% bond issue 

•Takeda Pharmaceutical $57 billion acquisition of Shire  

•XTech Corporation ¥5.5 billion LBO financing 

Client feedback

"Nishimura provides timely responses and reliable advice." – M&A

 

Paul Weiss Rifkind Wharton & Garrison

Paul Weiss Rifkind Wharton & Garrison has been in the Tokyo market for over 30 years constructing itself a sturdy reputation for capital markets, M&A and private equity matters. It routinely represents Japanese issuers and underwriters in equity, debt, private placements, hybrid, SEC-registered, and rule 144A offerings.

In banking the firm has been acting for Mitsubishi Motors as creditor in the face of the largest recall in automotive history.

The firm has been busy advising key client Mitsubishi UFJ Financial Group in a series of debt offerings as it was the most active issuer of debt securities in the Japanese market last year.

The firm has also been aiding the Softbank Vision Fund with its wide-ranging and aggressive investments and engaging in corporate work in the real estate, automotive and financial services industries.

Recent Deal Data highlights

•                      Mitsubishi UFJ Financial Group $1 billion bond issue

•                      Mitsubishi UFJ Financial Group $3 billion bond issue

•                      Mitsubishi UFJ Financial Group $3.5 billion bond issue

•                      Mitsubishi UFJ Financial Group $4.6 billion bond issue

•                      PAG $1.58 billion investment in Joyson Safety Systems

•                      Softbank Vision Fund $1.9 billion investment in Full Truck Alliance

•                      Sumitomo Forestry America acquisition of Crescent Communities

•                      Takata Corporation corporate restructuring

Client feedback

"Paul Weiss's strength is its speed, responsiveness, global network, global talent, industry expertise, and ability to provide practical solutions." – M&A

 

Ropes & Gray

Ropes & Gray is best known for its leveraged finance work. It is a ‘go-to’ firm for high-end financing transactions in Japan incorporating accordion facilities, offshore-to-onshore financing structures and strong intercreditor terms in leveraged deals. The firm is particularly experienced in the TMT, asset management and life science industries.

In the research period, the firm closed the largest leveraged financing transaction in Asian history, the acquisition of Toshiba Memory Corporation by a consortium led by Bain Capital. It also closed the $1.4 billion tender offer by Bain Capital for Asatsu DK, which is among the largest LBOs in Japan.

The firm has key private equity clients such as Bain Capital, Baring Private Equity, and their portfolio companies. 

Recent Deal Data highlights

•Bain Capital/Apple consortium $18 billion acquisition of Toshiba chip unit

•Toshiba Memory Corporation $12 billion refinancing

 

Shearman & Sterling

Shearman & Sterling is among the US firms in Japan that focus on high-end mandates in capital markets, M&A and projects. It remains nimble by not fully embedding itself in the Japanese legal market and has a unique nuclear projects practice fronted by George Borovas.

In the research period the firm’s capital markets team has been active in SEC registered debt offerings – including a rare one done by a Japanese manufacturer – and even deregistration.

The firm’s M&A team has been busy with mandates in the energy, telecommunications, electronics and financial services industries

Its nuclear practice acted in the first-ever nuclear power project in North Africa, while its wider projects team assisted the firm’s Singapore office in Indonesia’s first LNG to power project.

The firm’s M&A practice was hit with the departure of partner Kenneth Lebrun to Davis Polk & Wardwell, but then hired partner Karl Pires from White & Case.

Recent Deal Data highlights

•                      Daishi Bank $1.95 billion merger with Hokuetsu Bank

•                      Development Bank of Japan acquisition of 5% in Lordstown Energy Center

•                      El Dabaa nuclear power plant

•                      Fujifilm $800 million acquisition of Irvine Scientific Sales Company

•                      Jawa 1 LNG to power plant

•                      Showa Shell Sekiyu acquisition of 10% in Cricket Valley Energy Partners

•                      Toyota Motor Corporation $2 billion SEC-registered bond issue

•                      Uzabase $110 million acquisition of Quartz Media

Client feedback

"My impression is that it is one of the top US law firms in Tokyo in capital markets. It has several excellent partners at its Tokyo office all of whom work very well." – Capital markets: Debt 

"S&S has sufficient expertise for Japanese clients that is necessary for SEC filing in the United States." – M&A

"The firm provided excellent and practical advice as to US securities regulations." – M&A

"Shearman & Sterling's advice is practical and reliable with full knowledge of US law and market practice." – M&A

Masahisa Ikeda

"He knows Japanese clients and the necessary US securities regulation for Japanese clients' mergers and acquisitions."

"He is well aware of clients' needs and regulations by providing practical solutions."

"His advice is business-oriented and practical, and he is a perfect bilingual, so Japanese local clients very much appreciate his advice."

Toshiro Mochizuki 

"He's highly responsive and knowledgeable."

 

Simpson Thacher & Bartlett

Simpson Thacher & Bartlett has a lean and efficient operation acting on high-end capital markets, private equity and M&A mandates. Regionally, the firm has added a leveraged finance piece to its offering that is based in Hong Kong.

The firm has been active in the capital markets with a host of bond work advising the underwriters and acting for the banks in Mercari’s IPO.

The firm was active in M&A. KKR is a key global client of the firm and it advised the client on its acquisition of Hitachi Kokusai Electric while also advising KKR’s portfolio company Calsonic Kansei on its $7.1 billion acquisition of Magneti Marelli. It also acted for Blackstone in its first deal in Japan after the client set up a local team in 2017 to diversify its acquisitive appetite beyond property transactions.

Regionally, the firm has looked to bolster its leveraged and acquisition finance practice, and to this end, it promoted fluent Japanese speaker Makiko Harunari to partnership who now heads up the firm’s Asian banking and credit practice from Hong Kong.

Recent Deal Data highlights

•                      Blackstone acquisition of Ayumi Pharmaceutical

•                      Calsonic Kansei $7.1 billion acquisition of Magneti Marelli

•                      KKR $2.7 billion acquisition of Hitachi Kokusai Electric

•                      Mercari TSE IPO

•                      Mitsui Fudosan $300 million 2.95% bond issue

•                      Orix Corporation’s $500 million 4.05% bond issue

•                      Seven & i Holdings $600 million 3.35% bond issue

•                      Yakult Honsha $1.2 billion secondary share offer

Client feedback

"Great work to handle financings around the world." – Banking

"We were satisfied with the overall service of the firm in the transaction, especially as it helped us a lot in preparing the offering circular. The services were very efficient and timely." – Capital markets: Equity

Makiko Harunari

"A rare and great banking lawyer that is bilingal in Japanese and English. Also, very reliable in terms of knowledge and experience in cross-border transactions."

Alan Cannon

"We were satisfied with his services. The services were very efficient and his legal advice was very helpful, with his knowledge of our company's business and language ability."

 

Skadden Arps Slate Meagher & Flom

Skadden Arps Slate Meagher & Flom enjoys an increasingly strong reputation for its high- end capital markets and M&A work. It operates as a gaikokuho kyodo jigyo (foreign law joint enterprise), which allows it to recruit bengoshi – Japanese qualified lawyers.

The firm’s capital markets practice has been in great form in recently in capital markets and moves up a tier in both the debt and equity capital markets tables. It worked on three of only four global IPOs in Japan that used an offering document, including the global IPO of Mercari, which was the first IPO by a Japanese unicorn. It also worked on a host of bond mandates for both issuers and underwriters.

Recent Deal Data highlights

•                      Altaba $4.3 billion block trade of Yahoo Japan Corporation shares

•                      Arteria Networks Corporation TSE IPO

•                      Invincible Investment Corporation ¥41.6 billion secondary share offer

•                      Mercari TSE IPO

•                      Meiji Yasuda Life Insurance Company $1 billion step-up callable bond issue

•                      Mitsui Sumitomo Insurance $910 million step-up callable bond issue

•                      Toyota Industries Corporation $600 million bond issue

•                      World Co TSE IPO

Sullivan & Cromwell

Sullivan & Cromwell was one of the early foreign entrants into the Japanese legal market and is well established in handling securities, privatisation, M&A and project finance. It is ranked highest in the equity capital markets, where it acts on SEC-registered offerings to Rule 144A/Reg S offerings involving IPOs, secondary offerings, spin-offs, and follow-on offerings.

In recent securities work the firm acted in the largest IPO in Japan and second largest globally and engaged in mandates for the sogo shoshaJapanese companies that trade in a wide range of products and materials. The firm was also busy with capital markets work in the real estate, financial services, pharmaceutical and food and beverage sectors.

In the research period the firm acted for key client Takeda Pharmaceutical in a number of mandates including the largest ever overseas takeover by a Japanese company.

Recent Deal Data highlights

•                      Aruhi Corporation ¥26.9 billion secondary share offer

•                      Idemitsu Kosan / Showa Shell merger

•                      Mitsui Fudosan $300 million 3.95% bond issue

•                      Nippon Steel & Sumitomo Metal Corporation $871 million acquisition of Nisshin Steel

•                      SoftBank Corp TSE IPO

•                      Takeda Pharmaceutical $57 billion acquisition of Shire

•                      Takeda Pharmaceutical Company €1.25 billion 0.375% bond issue

TMI Associates

TMI has experienced rapid growth since it was founded in 1990; the firm now counts over 380 members and has multiple offices in Japan and in eight other global cities, including Shanghai and Silicon Valley.

TMI Associates recently opened a Bangkok office in January 2019 to further support its growing international presence. The firm has also established several joint venture relationships with other international law firms based in the US and Canada, the UK, and Europe.

Due to its large size, the firm covers a wide range of practice areas including corporate and M&A, finance, intellectual property, and litigation and risk management.

Recent staffing changes include the addition of partner Takashi Yoneda to the firm’s banking and capital markets practices in June 2018. Harumichi Uchida from Mori Hamada & Matsumoto joined the M&A practice in April 2018. Hitoshi Sumiya joined the firm’s capital markets practice from Baker & McKenzie in May 2018. 

Former M&A partners Yoshihiko Fuchibe and Kaori Seo left the firm in 2018.

Recent Deal Data highlights

•Crédit Agricole ¥46.4 billion samurai bond issue

•Ishikari Bay New Port 100MW wind farm

•Isohara 25.5MW solar power project

•Izumi 10MW solar power project

•Palau International Airport PPP

•Tsugaru 122MW wind farm

•Westpac Banking Corporation ¥76.3 billion samurai bond issue

•Yonago 54.5MW biomass project