M&A, Reorganization, and Business Alliance

Since the establishment our firm, we have been involved in a significant number of large-scale M&A projects in all business areas, both domestically and abroad. We are capable of handling M&As, corporate reorganizations and business alliances under any transaction structure, including those conducted through share transfers, business transfers, capital increases (including debt to equity swaps), mergers, share exchanges, company splits, joint ventures and incorporations of new companies (including holding companies) and other complicated acquisition structures through combinations of the foregoing. We are also capable of handling intra-group reorganizations, capital and business alliances, Management Buy-Outs, acquisitions of publicly-traded companies through tender offers and going-private transactions. We have extensive experience in cross-border M&A projects such as outbound investments conducted by Japanese companies and inbound deals brought by foreign entities. Furthermore, we offer comprehensive legal support, including advising on emergency strategies with respect to corporate control battles and defensive measures against hostile takeovers and counteroffers thereto, as well as handling M&A related lawsuits (such as breaches of representations and warranties) and other disputes.

Our attorneys who specialize in the Companies Act, financial regulation, tax law, labor law, intellectual property law and other legal fields that relate to the client's businesses form a cohesive team and engage in the handling of cases in an efficient manner. In addition, to provide advice on acquisition finance (see, "Acquisition Finance") and foreign and domestic merger controls (see, "Merger Control"), we offer an integrated legal service for corporate reorganizations that utilize bankruptcy proceedings, whether local or foreign, including due diligence on matters particular to such proceedings, schedule management, preparation of rehabilitation or reorganization plans, etc. (see, "Distressed M&A/DIP Finance"). We are also well-versed in corporate restructuring cases involving governmental authorizations and permits or administrative regulations for financial institutions (banks, insurance companies, consumer finance companies, etc.), energy-related businesses, communications companies, pharmaceutical companies and others.

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Lawyers in charge of M&A, Reorganization, and Business Alliance

PublicationsArchives

2021.07.14
Doing Business In... 2021 Japan 　Trends and Developments
2021.04.28
Ronten-Taikei Corporation Law, Volume 2 (1)
2021.04.02
Points to Consider in M&A Practice Using "Share Delivery" - Based on Tax Reform and Tender Offer Regulations
2021.02.20
An Outline of the EU Foreign Direct Investment Regulations and the Impact Thereof on Japanese Companies
2020.05.22
Legal Challenges Magazine: Doing Business in Japan
2020.01.14
"Exclusive Negotiation Right" - Its legal binding force and the differences with Precerential Negotiation Right
2017.11.29
The Legal System of Hong Kong as an international business hub (Part 2)
2013.08.01
Mergers and acquisitions in Singapore
2006.04.01
Guide to International Legal Practice (1) to (11)

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SeminarsArchives

2021.06.11
【Online Seminar】International Legal Practice Seminar (9): Fundamentals and Practice of Cross-border M&A
2021.01.22
【Online Seminar: Video Streaming】M&A Utilizing "Delivery of Shares (kabushiki kofu)" under the Amended Companies Act - Potential Uses and Issues Thereof
2020.05.15
【Online Seminar】Dealing with Novel Coronavirus Related Matters II: Notes on M&A with a Company under a Civil Rehabilitation Proceeding
2020.02.27
【Osaka】FIRRMA will Comprehensively Take Effect in February 2020: Learn through Q&A regarding the Latest CFIUS Review Procedure
2020.02.21
【Tokyo】FIRRMA will Comprehensively Take Effect in February 2020: Learn through Q&A regarding the Latest CFIUS Review Procedure
2019.10.31
Important Issues in Business Legal Affairs in View of Latest Developments - The Companies Act and M&A
2019.09.06
Practical Points to Know in order to Carry Out M&A Smoothly in Europe
2019.07.18
Key Points in M&A - Learning from Disputes
2019.04.16
Venture Investments and Acquisitions by Business Companies - A Commentary based on Case Studies
2019.01.28
【Tokyo】The Cutting Edge of the CFIUS Review Process since the Enactment of FIRRMA
2018.12.07
【Osaka】The Cutting Edge of the CFIUS Review Process since the Enactment of FIRRMA
2018.11.28
Acquisition of and Investment in Venture Companies by Businesses
2018.11.09
Philippine Legal Practice Update ～ Ideas for Developing New Business in the Philippines ～
2018.10.26
【Tokyo】M&A Legal Practices - Turning the Insolvency of Business Partners and Competitors into a Business Opportunity
2018.10.10
【Osaka】M&A Legal Practices - Turning the Insolvency of Business Partners and Competitors into a Business Opportunity
2018.08.07
【Osaka】U.S. and European Investment Restrictions that May Affect Cross-Border M&As -- Focusing on the CFIUS
2018.07.20
【Tokyo】U.S. and European Investment Restrictions that May Affect Cross-Border M&As -- Focusing on the CFIUS
2018.07.10
Present and Future of M&As Using One's Own Shares as the Consideration -- Prospects on the Share Delivery (kabushiki kofu) System Taking into Consideration the Tax Implications
2018.06.05
Contract Drafting Practices for Businesses - Including Commentary on the Amendments to the Civil Code - Session 3: Agreements on Entrustment of Business and Sales Collaboration Agreements
2018.03.13
【Osaka】Answers to Questions You are Hesitant to Ask about the Relationship between Legal Due Diligence and SPA - A Discussion in light of the Amendments to the Civil Act
2018.01.26
【Tokyo】Answers to Questions You are Hesitant to Ask about the Relationship between Legal Due Diligence and SPA - A Discussion in light of the Amendments to the Civil Act
2017.11.28
Current Developments in U.S. Antitrust Laws and Cross-Border M&A ～Consideration for Japanese Businesses: International Cartel Investigations・Litigation・M&A Activities～
2017.09.28
The Legal Practice on Business Expansions to Southeast Asia - Latest Updates on the Changing Legal Practice in the Philippines A Year After the Inauguration of President Duterte ～Tips on New Business Development in the Philippines
2017.09.14
Corporate and Dispute Resolution Practices in Southeast Asia - Osaka
2017.09.13
Corporate and Dispute Resolution Practices in Southeast Asia - Tokyo
2017.07.21
Special Commemorative Seminar to Celebrate the 20th Anniversary of the Retrocession of Hong Kong - Practical Points in Using Hong Kong as a Business Hub (Osaka)
2017.04.24
Legal Practices on M&As in Southeast Asia (Legal Practices in Nine Southeast Asian Countries Mainly on Share Transfers and Business Transfers) (Nagoya)
2017.04.21
Special Commemorative Seminar to Celebrate the 20th Anniversary of the Retrocession of Hong Kong - Practical Points in Using Hong Kong as a Business Hub (Tokyo)
2017.04.01
Exit Strategy
2017.02.09
Legal Practices on M&As in Southeast Asia (Legal Practices in Nine Southeast Asian Countries Mainly on Share Transfers and Business Transfers) (Osaka)
2016.12.14
Legal Practices on M&As in Southeast Asia (Legal Practices in Nine Southeast Asian Countries Mainly on Share Transfers and Business Transfers) (Tokyo)

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