Morrison & Foerster's Tokyo office has the most active M&A practice of any global firm in Tokyo having completed more than 250 publicly announced transactions in Tokyo since 2000.
Among other things we are:
- Ranked Tier 1 for M&A in Japan by Chambers Global and Chambers Asia
- Ranked Tier 1 for M&A in Japan by International Financial Law Review (IFLR)
- Ranked Tier 1 for M&A in Japan by Asia Pacific Legal 500
- Ranked #1 in M&A volume among foreign law firms in Japan by Bloomberg for the period from 2006 - 2009
Our Tokyo attorneys have extensive experience in representing both Japanese and non-Japanese companies in a broad range of transactions, including public and private acquisitions, complex carve outs and divisional spin-outs, and the formation of strategic alliances and joint ventures, both in Japan and around the world.
For instance, just this year, we have handled one of the largest-ever mergers in Japanese securities industry (the $5 billion merger of MUFG's securities subsidiary, Mitsubishi UFJ Securities, with Morgan Stanley Japan to create Japan's fourth largest securities firm), have handled Japan's first-ever successful hostile take over of a listed US company (Astellas' $4 billion acquisition of OSI Pharmaceuticals), and represented JAL in its negotiations with both American Airlines and Delta for a broadened commercial relationship and billion dollar capital infusion.
Examples of recent M&A transactions on which we have advised include:
2010:
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MUFG’s $5 billion combination of its securities business with Morgan Stanley (Japan). We represented Mitsubishi UFJ Financial Group (MUFG) in the combination of its securities business, Mitsubishi UFJ Securities Co., Ltd. (MUS), with Morgan Stanley Japan. The combined entity, on formation, was one of Japan’s 4 largest investment banks.
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Astellas’ $4 billion acquisition of OSI Pharmaceuticals. We represented Astellas, Japan’s second largest pharmaceuticals company, in its $4 billion acquisition of OSI Pharmaceuticals, the first ever unsolicited cross-border tender offer by a Japanese company.
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NECEL’s $3.9 billion merger with Renesas Technology. We represented NEC Electronics (NECEL) in its merger with Renesas, resulting in the formation of the world's third-largest semiconductor company.
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Toshiba’s $2 billion semiconductor joint venture with SanDisk. We represented Toshiba in the formation of a $2 billion joint venture with SanDisk to expand the parties’ NAND flash manufacturing capabilities. We also represented Toshiba in the 2009 restructuring of the parties’ prior joint venture, including Toshiba’s acquisition of $1.8 billion of manufacturing equipment from the JV.
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Mitsui and Tokyo Gas’ $1.2 billion acquisition of Mexican Power Stations. We represented Mitsui and Tokyo Gas in their $1.2 billion acquisition of a controlling interest in five gas-fired power stations in Mexico and a related gas pipeline company.
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ON Semiconductor’s acquisition of Sanyo Semiconductor. We are representing ON Semiconductor in its proposed acquisition of Sanyo Semiconductor, the first ever acquisition of a major Japanese semiconductor company by a US company (and one of the largest inbound investments into Japan to date).
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NTT Data’s $200 million acquisition of Intelligroup. We represented NTT Data Corporation in its $200 million tender offer for OTC-listed Intelligroup, Inc., a US-based systems integration company.
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Toshiba’s investment in US Enrichment Corp (USEC). We are representing Toshiba in its proposed investment in USEC, America’s sole producer of enriched uranium for the country’s nuclear power plants.
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Toshiba’s sale of its Singapore LCD Manufacturing Facilities to AU Optronics. We represented Toshiba and its subsidiary, Toshiba Mobile Display, in the sale of their LCD manufacturing facilities to AU Optronics of Taiwan.
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Fujitsu’s acquisition of Toshiba’s cell phone business. We are representing Fujitsu Limited in its acquisition of Toshiba’s cell phone business and merger of the acquired business with its own business to create Japan’s #2 cell phone manufacturer.
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Fuji Electric's joint venture with GE. We represented Fuji Electric in its joint venture with General Electric for the design, manufacture and marketing of electric meters, including smart meters.
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Rakuten's internet joint venture with Baidu. We represented Rakuten, Japan's largest online retailer (and the world's second largest internet retailer by revenues) in its joint venture with Baidu to form an online Chinese e-commerce website.
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Yahoo! Japan’s search transaction with Google. We represented Yahoo! Japan, Japan's leading Internet portal, in its search transaction with Google Inc., pursuant to which Yahoo! Japan will migrate its web search services and search advertising services to platforms provided by Google.
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Topcon's acquisition of OptiMedica's retina business. We represented Topcon in its acquisition of OptiMedia's glaucoma and retina businesses.
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JAL’s proposed alliance with Delta/American Airlines. We represented Japan Airlines in its negotiation of its proposed strategic and capital alliances with Delta and American Airlines as part of JAL’s ongoing restructuring.
2009:
2008-2006: