The well-renowned capital markets team at Clifford Chance (Gaikokuho Kyodo Jigyo) is lauded by clients as 'one of the best UK law firms in Japan', and complimented for its 'practical advice' on real estate asset acquisitions, innovative asset backed financing, and public convertible bonds. Leng-Fong Lai, who is dual qualified in England and Wales and Singapore, leads the team, regularly advising hedging providers, trustees, sponsors, and banks. The group is known for assisting clients with international debt cases, medium-term notes, and equity capital markets products, areas in which Reiko Sakimura
has a great deal of knowledge. Key members within the practice also include Eiichi Kanda and of counsels Chihiro Ashizawa, Hajime Saito, and Matthew Ball.
Capital markets: International firms and joint ventures in Japan
Clifford Chance (Gaikokuho Kyodo Jigyo)
Practice head(s):
Leng-Fong Lai
Other key lawyers:
Reiko Sakimura; Eiichi Kanda; Chihiro Ashizawa; Hajime Saito; Matthew Ball
Testimonials
‘Reiko Sakimura and Matthew Ball have great experience in the Japanese public sector. They always give us practical advice in a timely manner as they understand the market and our business very well.’
‘The team in CC has strong knowledge and plenty of experience in the market and is able to produce practical advice very quickly.’
‘Chihiro Ashizawa is outstanding, with her practical knowledge and experience.’
‘The Clifford Chance capital markets team led by Reiko Sakimura is highly reputable because of the team’s commitments to transactions, providing legal yet commercial advice. The team has developed its capability and quality of service.’
‘Matthew Ball is one of the most reliable transaction lawyers in capital markets.’
‘One of the best UK law firms in Japan. Excels in capital markets both of debt and equity. Especially good at debt financings.’
‘Reiko Sakimura is very good and a business-oriented lawyer, and especially excels in debt offerings.’
Key clients
Accenture plc
Bank of America Merrill Lynch
Barclays
Commerzbank AG
Daiwa
HSBC
Japan Bank for International Cooperation
J.P. Morgan
Lloyds Banking Group
Mitsubishi UFJ
Mizuho
Morgan Stanley
Nomura
Nordea
SMBC Nikko
Standard Chartered
Vena Energy
Work highlights
- Acted as English and US legal advisers to the joint lead managers on the issue of Rule 144A/Reg S USD-denominated bonds by the Metropolis of Tokyo, listed on the London Main Market and the Tokyo Pro-Bond Market.
- Acted as Japanese and English legal advisers to HSBC Holdings on its issue of Samurai Bonds comprising of 3 tranches of TLAC-compliant and 1 tranche of subordinated bonds (the first subordinated bond offering by a UK bank in Japan).
- Advised Vena Energy on the issuance of a green project bond to a global investment group, to finance a solar project in Fukushima Prefecture, Japan.
Davis Polk & Wardwell LLP
Davis Polk & Wardwell LLP's practice is praised by clients for its ability to provide 'well-balanced' advice on the full gamut of capital markets transactions, including cross-border liability management transactions, private equity matters, and IPOs. The group regularly assists clients with sustainability-linked bonds, M&A transactions, and global bond offerings. Jon Gray, Ken Lebrun, and the 'outstanding' Christopher Kodama, the latter of whom was promoted to partner in July 2023, all jointly lead the Tokyo-based team. Associate Chihiro Sasaki is noted for his knowledge of SEC-registered and private offerings, often advising underwriters and insurers.
Practice head(s):
Jon Gray; Ken Lebrun; Christopher Kodama
Other key lawyers:
Chihiro Sasaki
Testimonials
‘We consider them the best in the capital markets & M&A areas in Japan in terms of the expertise and willingness to help and quick response time. We feel that they care about us and they do understand our internal policy requirements. We have used them extensively on US regulatory work and they were quite helpful.’
‘Jon Gray is my favorite 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 (plus a lovely personality which is very important). His Japanese language capability is excellent. Chris Kodama is very helpful as well.’
‘Davis Polk’s Tokyo team has established a standout reputation in Tokyo capital markets. They maintain good balance of flexibility and strictness. They are always trying to achieve the best for the clients and investment banks which makes them standout.’
Key clients
Development Bank of Japan
Nippon Life Insurance Company
Sumitomo Mitsui Financial Group
Sumitomo Mitsui Trust Bank, Limited
Japan Finance Organization for Municipalities
The Metropolis of Tokyo
Mizuho Securities
SMBC Nikko Securities
Mitsubishi HC Finance America LLC
Mitsubishi HC Capital Inc.
Work highlights
- Advised the international joint lead managers on the IPO and TSE listing of SBI Sumishin Net Bank (approximately $431.5m).
- Advised the international joint lead managers on the IPO and TSE listing of TMS (approximately $20.5m).
- Advised the international joint lead managers and joint bookrunners on the IPO and TSE listing of Skymark Airlines (approximately $277m).
Linklaters
The capital markets team at Linklaters is headed by Peter Frost, who is hailed by clients as being the 'best in the market', the 'outstanding' Motoyasu Fujita, and Kenneth Lam. The practice, lauded by clients as a 'go-to law firm for all capital markets deals', handles the full range of capital market mandates, including corporate finance deals, derivatives, securitisations, and trusts. Recent work includes the team’s advice on the issue of covered bonds by Sumitomo Mitsui Banking Corporation, for which Frost, of counsel Kei Niinuma, and managing associate Ryo Kamoshita were instrumental. Of counsel Kosuke Miyashita has deep experience in advising domestic and international investment banks on margin loans and collar finance, while fellow of counsel Yosuke Unami is particularly adept at advising on financial markets regulation and structured finance issues.
Practice head(s):
Peter Frost; Motoyasu Fujita; Kenneth Lam
Other key lawyers:
Kei Niinuma; Ryo Kamoshita; Kosuke Miyashita; Yosuke Unami
Testimonials
‘Peter Frost is the best in the market in English law matters relating to capital markets. He is easy to reach and quick to respond, and very pleasant to work with.’
‘Linklaters Tokyo is our go-to law firm for all capital markets deals done in reliance on Regulation S (offering outside US). They give us the best and thorough advice on English law, market practice in London and European markets.’
‘Peter Frost pays attention to details and promptly responds to our queries. His performance always exceeds my expectations.’
Key clients
Bank of America Merrill Lynch / Merrill Lynch Japan Securities
Barclays Capital Japan Limited
BNP Paribas Securities Corp.
BofA Securities Inc.
Citigroup Global Markets Limited
Credit Agricole Corporate and Investment Bank
Credit Suisse International
Daiwa Securities Co. Ltd.
Deutsche Bank Securities Inc.
HSBC Securities (Japan) Limited, Tokyo Branch
International Swaps and Derivatives Association, Inc.
Japan Bank for International Cooperation
Japan Securities Clearing Corporation
JPMorgan Chase Bank
J.P. Morgan Securities plc
JPMorgan Securities Japan Co., Ltd.
Merrill Lynch International
Mitsubishi UFJ Morgan Stanley Securities Co., Ltd.
Mizuho Bank, Ltd.
Mizuho International plc
Morgan Stanley Asia Limited
Morgan Stanley MUFG Securities Co., Ltd.
MUFG Bank, Ltd.
Nomura International plc
SMBC Nikko Capital Markets Limited
Société Générale, Tokyo Branch
Sumitomo Mitsui Banking Corporation
The Bank of New York Mellon
The Dai-ichi Life Insurance Company, Limited
UBS Limited
Work highlights
- Advised major domestic and international banks on LIBOR remediation projects in connection with their structured products and over-the-counter derivatives portfolios.
- Advised Nomura International plc as dealer manager on Sanei Architecture’s invitation to repurchase their existing JPY10bn Zero Coupon Convertible Bonds due 2022.
- Acted as lender counsel to a syndicate of 18 financial institutions as Original Lenders in connection with the extension and refinancing of an existing JPY500bn margin loan to Moonlight Finance GK secured on shares of SoftBank Corporation, with the Pledged Shares originally representing approximately 18% of the outstanding shares of SBKK.
Simpson Thacher & Bartlett LLP
Simpson Thacher & Bartlett LLP‘s practice is commended for its ‘long and profound’ experience in Japanese capital markets, with the team being noted by clients for their ‘very diligent, calm, understanding’ approach. Alan Cannon and Takahiro Saito jointly lead the Tokyo-based team, with Cannon having vast expertise in high-profile equity and debt issuances, while Saito is known for his experience in advising on global securities transactions. Other key contacts within the practice include ‘hardworking’ and ‘efficient’ David Snowden, who is recommended for his work in securities offerings for Japanese issuers and international financial institutions.
Practice head(s):
Alan Cannon; Takahiro Saito
Other key lawyers:
David Snowden
Testimonials
‘Long and profound experience in Japanese capital markets – a market-leading firm in the field of cross-border equity and debt offerings of Japanese companies.’
‘Alan Cannon has a tremendous range of experience and expertise in capital market transactions and is also very good at finance sector regulations.’
‘Takahiro Saito is an excellent lawyer who has a profound knowledge of capital market transactions.’
‘David Snowden is very hardworking and an efficient lawyer who can handle multiple deals at the same time. Can give us prompt, adequate, and practical advice.’
‘As we are a Japanese company, it has helped a lot that STB’s personnel are very fluent in Japanese and knowledgeable on how the Japanese corporate system and decision-making processes work.’
‘Very diligent, calm, understanding, and dependable.’
Key clients
ARUHI Corporation
Asahi Group Holdings
BofA Securities
Citigroup
Coincheck, Inc.
Daiei Kankyo
Dai-ichi Life Insurance
Daiwa Securities
Goldman Sachs
Idemitsu Kosan
ING Financial Markets LLC
J.P. Morgan Securities
Japan Airlines
Jefferies LLC
Mitsubishi UFJ Morgan Stanley Securities
Mitsui Fudosan
Mizuho Bank
Mizuho Financial Group
Mizuho Securities
Monex Group
Nissan Motor
Nomura Securities
Norinchukin Bank
Renesas Electronic Corporation
SBI Sumishin Net Bank
Seven & i Holdings
Skymark Airlines
SMBC Nikko Capital Markets
Socionext
Work highlights
- Advised Socionext Inc. in connection with its ¥67bn initial public offering of shares of common stock on the Tokyo Stock Exchange.
- Advised the international managers in connection with the ¥83.3bn 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 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 practice often collaborates with the firm's banking and finance team, advising on a broad range of issues, such as securities, initial public offerings, public offerings without listings, and international tender offers. Practice head Seiji Matsuzoe is noted for his 'extensive' knowledge of cross-border banking issues, and mandates involving structured finance using derivatives. Other key names within the team include Hiroki Watanabe and Gavin Raftery.
Practice head(s):
Seiji Matsuzoe
Other key lawyers:
Hiroki Watanabe; Gavin Raftery
Testimonials
‘Seiji Matsuzoe has extensive knowledge about the capital markets in Japan. He understands our business model well and tries to find the solutions which fit the best.’
Key clients
Universal Entertainment Corporation
Pinecone KK
Newton Biocapital
TOYOTA FINANCE CORPORATION
Abbott Laboratories
3M Company
AbbVie Inc.
Agilent Technologies, Inc.
Hewlett Packard Enterprise Company
Microsoft Corporation
Work highlights
- Advised UEC and its subsidiary Okada Manila International Inc. in the Philippines with respect to De-SPAC transaction with 26 Capital Acquisition Corp on NASDAQ in the U.S.
- Assisted Pinecone KK with obtaining exempt status as Special Business Activities for Qualified Institutional Investors.
- Assisted Newton Biocapital on the private equity investment in EditForce, Inc., Japanese biotech company, by the client’s fund.
Morrison Foerster
The capital markets group at Morrison Foerster is headed by Fuyuo Mitomi, Mitsutoshi Uchida, and Jesse Gillespie, frequently handling cross-border mandates for large financial institutions and underwriters. The group is particularly experienced in advising on mandates within the US high-yield debt space, with work involving US disclosure rules, derivative matters, investment-grade offerings, and SEC-registered transactions. Key contacts in the team also include Akihiro Wani, associate Naoko Ueda, and of counsels Reiko Omachi and Hiroki Etani. Associate TJ Park is rated by clients as 'one of the best in the industry'. Ex-head of the team Kenji Hosokawa left the practice for an in-house position in 2022.
Practice head(s):
Fuyuo Mitomi; Mitsutoshi Uchida; Jesse Gillespie
Other key lawyers:
Akihiro Wani; Naoko Ueda; Reiko Omachi; Hiroki Etani; TJ Park
Testimonials
‘What I found most impressive was that they were able to draft the necessary documents, including the prospectus, from their vast database in an appropriate and timely manner, and their attitude was very sincere in doing so.’
‘Naoko Ueda has demonstrated his expertise, particularly in Europe, from his career at the FSA, and I believe that he has pioneered the industry standard for continuous disclosure, mainly surrounding SFDR.’
‘Jesse Gillespie has extensive experience in debt capital markets in Asia, and based on this experience, he is able to provide advice that takes into account not only the legal aspects but also the commercial aspects.’
‘TJ Park is one of the best in the industry in terms of the number of J-REIT’s global financing that has been executed in recent years, and has helped us incorporate the latest industry trends into our deals.’
Key clients
SoftBank Group Corp.
Nomura Securities
Daiwa Securities Co. Ltd.
CRE Logistics REIT, Inc.
SMBC Nikko Securities
Mizuho Securities
Japan Bank for International Cooperation
Nippon Prologis REIT, Inc.
Barclays Bank PLC
GLP J REIT
Work highlights
- Represented SMBC Nikko Securities Inc., Nomura Securities Co., Ltd. and Mizuho Securities Co., Ltd. as underwriters in connection with CRE Logistics REIT, Inc.’s approximately JPY 10.3bn global offering.
- Represented SMBC Nikko Securities Inc., Nomura Securities Co., Ltd., Mitsubishi UFJ Morgan Stanley Securities Co., Ltd., Mizuho Securities Co., Ltd. and Daiwa Securities Co. Ltd. as underwriters in Industrial & Infrastructure Fund Investment Corporation’s approximately JPY 6bn global offering.
- Represented Daiwa Securities Co. Ltd., Nomura Securities Co., Ltd. and Mizuho Securities Co., Ltd. as underwriters in Kenedix Retail REIT Corporation’s approximately JPY 5.1bn global offering.
Skadden, Arps, Slate, Meagher & Flom LLP
Skadden, Arps, Slate, Meagher & Flom LLP's team is praised by clients for its 'flexible and practical approach', as well as for its 'depth of understanding' of capital markets transactions. The group handles a variety of mandates, including cross-border initial public offerings, and senior and subordinated note programmes. The 'excellent' Kenji Taneda, who specialises in equity and debt offerings, leads the practice alongside Mitsuhiro Kamiya. For matters involving general securities law, 'reliable' of counsel Ken Kiyota is a key contact.
Practice head(s):
Kenji Taneda; Mitsuhiro Kamiya
Other key lawyers:
Ken Kiyota
Testimonials
‘They have considerable experience and knowledge about global offering transactions. They clearly point out legal issues and propose practical solutions.’
‘Kenji Taneda is always pleasant to work with and responsive.’
‘Great depth of understanding of capital markets transactions.’
Key clients
SMBC Nikko Securities Inc.
Mitsubishi UFJ Morgan Stanley Securities Co., Ltd.
Daiwa Securities Co., Ltd.
NTT Group
JPMorgan Securities Japan Co., Ltd.
Recruit Holdings Co., Ltd.
Trial Holdings, Inc.
Toyota Industries Corporation
Mizuho Securities Co., Ltd.
Nomura Securities Co., Ltd.
TMS Co., Ltd.
Citigroup Global Markets Japan Inc.
BofA Securities Japan Co., Ltd.
Noile-Immune Biotech Inc.
ispace, inc.
Work highlights
- Advised Nomura International plc and SMBC Nikko Securities Inc. as international joint lead managers in the listing and $459m initial public offering of shares of Socionext Inc. on the Tokyo Stock Exchange.
- Advised SMBC Nikko Securities Inc. as sole lead manager in the JPY43.3bn initial public offering of Daiei Kankyo Co., Ltd. on the Tokyo Stock Exchange.
- Advised Bank of America Securities, Nomura, Morgan Stanley and SMBC Nikko as underwriters in a ¥129.2bn secondary offering of shares of Nippon Paint Holdings Co., Ltd. on the Tokyo Stock Exchange.
A&O Shearman
A&O Shearman's capital markets practice is headed by Masahisa Ikeda, who frequently advises underwriters and financial entities on a range of capital market transactions. The practice displays broad experience when advising on governance-related mandates, disclosure requirements, and securities law. Toshiro Mochizuki is recommended for his vast knowledge of SEC registrations and global offerings.
Practice head(s):
Masahisa Ikeda
Other key lawyers:
Toshiro Mochizuki
Testimonials
‘Masahisa Ikeda, head of Tokyo office, is a distinguished practitioner. He has an extensive knowledge and expertise in US securities regulations, which are often relevant in M&A transactions involving Japanese companies doing business worldwide, and his advice is always practical and very helpful.’
Key clients
Advantest Corporation
GC Holdings Co., Ltd.
The Aomori Bank, Ltd.
The Bank of Kyoto, Ltd.
Work highlights
- Advised The Kyoto Bank, Ltd. regarding its SEC reporting obligations in connection with its offering of its shares to existing shareholders of Kyoto Bank to transition into a holding company structure through a sole share transfer.
- Advised The Hachijuni Bank, Ltd. regarding its SEC reporting obligations in connection with its offering of its shares to existing shareholders of The Nagano Bank, Ltd. in order to make Nagano Bank a wholly owned subsidiary of Hachijuni Bank through a share exchange.
- Advised The Iyo Bank , Ltd. in connection with its transition to a holding company structure through a sole share transfer.
Paul, Weiss, Rifkind, Wharton & Garrison LLP
The capital markets practice at Paul, Weiss, Rifkind, Wharton & Garrison LLP regularly advises on the full spectrum of SEC-registered public offerings, in addition to equity, debt, and hybrid securities offerings. Practice head Tong Yu is noted for advisin issuers and underwriters on initial public offerings and multi-jurisdictional tender offers. Other key contacts within the team include associate Makoto Nishigai.
Practice head(s):
Tong Yu
Other key lawyers:
Makoto Nishigai
Testimonials
‘Given the team’s SEC registrant clients, their advice on recent developments in SEC, in particular on disclosure is always up-to-date and based on many precedents.’
‘Tong Yu is reputable, amicable, and an approachable partner. He is calm under pressure, he listens to his clients first, digests issues and provides his views. Empathy is one of his strengths.’
Key clients
Mitsubishi UFJ Financial Group, Inc.
Work highlights
- Advised MUFG on its public offering of $5bn aggregate principal amount of senior notes in five tranches.
- Advised MUFG in its offering of $4.5bn senior notes structured to qualify as external total loss-absorbing capacity (external TLAC) debt.
- Advised MUFG in its offering of $4.4bn senior notes structured to qualify as external total loss-absorbing capacity (external TLAC) debt.