A multi-office Morrison & Foerster team is representing Japanese wireless carrier SoftBank in its investment to acquire a 70% stake in wireless operator Sprint Nextel for $20.1 billion. The deal, announced Oct. 15, is structured to provide Sprint stockholders with $12.1 billion in funds, while $8.0 billion in new capital will strengthen Sprint's balance sheet. The enterprise value of the transaction is approximately $45 billion, making it the largest announced U.S. M&A transaction this year. The deal is also the largest outbound investment from Asia ever, and the largest transaction in Japan's history, surpassing Japan Tobacco Inc.'s $19.1 billion purchase of the UK's Gallaher Group in 2006. The transaction, which also required SoftBank to arrange financing in Japan for the deal, has widely been characterized as one of the most complex corporate transactions in some time.
Tokyo Managing Partner Kenneth Siegel and San Francisco partner and co-chair of the firm's Global M&A Practice Robert Townsend led the landmark deal for SoftBank. Additional deal team members include corporate partners Andrew Winden, Ivan Smallwood and Dale Caldwell in Tokyo, David Lipkin in Palo Alto, and Jaclyn Liu and Brandon Parris in San Francisco. Washington, D.C. partners Jeff Jaeckel and David Meyer handled antitrust matters; Washington, D.C. partner Nicholas Spiliotes handled Committee on Foreign Investment matters; partners Bernie Pistillo in San Francisco and Eric Roose in Tokyo handled tax matters; Palo Alto partner Michael Frank handled executive compensation matters; and partners Kathryn Johnstone in Los Angeles and Peter Dopsch in New York handled financing.