JapanWhite & Case

A global practiceJapan remains a leading economic power,
despite enduring a sustained period of
economic stagnation. Although the country
has labored under weak domestic demandand persistent deflation, signs of improvement
abound. Optimism among leaders of Japanesecompanies points toward renewed momentum
and innovation yet to be seen.
The long-established Japanese multinationals
are promoting further opportunities, especiallyin high-growth emerging markets. Many new
generation companies already boast global
strategies and compete directly with theirpeers abroad.
However, today’s Japanese entrepreneurs
face a more challenging and complex global
landscape and greater competition than thefirst wave of companies that entered into
international markets.
White & Case’s history in Japan and global
platform is ideal for providing the legal guidanceclients need to reach their goals. Clients cometo us for global capabilities, balanced witha local perspective and a deep understandingof the opportunities and challenges faced
on a daily basis.

Attorney AdvertisingLocally established, with a truly
global platform

White & Case was the first foreign
law firm in Japan to establish a
joint enterprise with Japan-licensed
bengoshi, providing clients with
one-stop access to Japanese andglobal legal services. Our deep
knowledge at local, regional andglobal levels enables us to guideour clients through the mostcomplex matters they face today.
White & Case established its office in Tokyo in 1987.
Since then, we have grown into one of the largest law
firms in Japan, drawing upon a diverse team of bengoshi
and lawyers qualified internationally, principally in the
United States and England & Wales, who consistently
deliver results for our clients. Most of our lawyers arefluent in English and Japanese, and are longstanding
residents of Japan. With a deep understanding of
local business and industry trends, we guide clients
through the cultural intricacies of doing cross-borderbusiness involving Japan, both inbound and outbound.
One of the critical elements of our success in Japan has
been that we are a full-service law firm and able to advise
on virtually all business matters, including corporate
law, mergers and acquisitions, financial transactions andregulation, projects and energy, commercial disputes,
antitrust, intellectual property and real estate.
White & Case is a truly global law firm with 44 offices
across 30 countries. We assemble the best teams
and work seamlessly across borders for our clients.

“White & Case is one of the top
international firms in Japan, housing
a well-respected team based in Tokyo.
It has an impressive following amongmajor Japanese corporations andinternational financial institutions, who
benefit from smooth coordination acrossthe firm's international network whenfacing cross-border challenges.”
Chambers Global 2023 (Japan)

Tier 1
Projects and Energy, Corporate and M&A
The Legal 500 Asia-Pacific 2024 (Japan)

Band 1Banking & Finance: Domestic,
Banking & Finance: International
Chambers Asia-Pacific 2024 (Japan)

Band 1Banking & Finance and International &Cross-Border Capabilities (International Firms)
Chambers Global 2024 (Japan)

Japan International Law Advisor of the Year
Chambers Asia Pacific & Greater China Region Awards 2022

Banking and Financial Services
Law Firm of the Year
Asian Legal Business (ALB) Japan Law Awards 2020

M&A Deal of the Year (Premium)
Asian Legal Business (ALB) Japan Law Awards 2022

Real Estate Deal of the Year
Asian Legal Business (ALB) Japan Law Awards 2019

Top Ten for Diversity and Inclusion among
Law Firms in Japan
Asian Legal Business (ALB) Japan D&I List 2022

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White & Case

Headline A – Knockout (design sample)

Antitrust/Competition

Corporate/Mergers & Acquisitions

Debt Finance

Disputes

Financial Restructuring & Insolvency

ServicesIntellectual Property

International Trade

Investment Funds

Pro Bono

Project Development and FinanceReal EstateCorporate/Mergers & Acquisitions

White & Case has one of the leading
cross-border mergers & acquisitions
practices in Japan, composed ofboth Japan-admitted bengoshi andlawyers admitted in other jurisdictions,principally the United States andEngland & Wales. Our Japan M&A
team is led by seasoned international
and Japanese lawyers recognized as
longstanding leaders in the Tokyo legal
market and business community.
We are not interested in simply conducting due diligenceand documenting deals. We seek to provide tangible
value to our clients at every stage of a transaction, fromidentifying strategic objectives and designing optimaltransaction structures that advance those objectives,to evaluating and managing operational and legalrisks, advising on corporate governance issues, andplanning and supporting post-closing integration.
Our Japan M&A team brings to each transaction the fullarray of White & Case’s unparalleled global resources ina seamless, cost-effective manner, enabling us to run
extremely complex transactions involving numerous,
worldwide jurisdictions entirely out of our Tokyo office.
In addition, every member of our Japan M&A team isbilingual, making us one of the only international law
firms in Japan capable of advising Japanese clients on
all aspects of either outbound or inbound transactions
entirely in Japanese. In the fast-moving and complex
world of cross-border M&A deals, we offer dynamic,
real-time legal advice in our clients’ native businesslanguage. This dramatically simplifies our clients’internal decision-making processes, allowing themto move quickly to capitalize on market opportunities.

4

White & Case“They work extremely seamlessly
globally with each of the partners in
different locations having countryspecific or area-specific legal expertiseto contribute to complex transactions.”
Chambers Asia-Pacific 2023 (Japan)

Tier 1
Corporate and M&A
The Legal 500 Asia-Pacific 2024 (Japan)

Band 1
International & Cross-Border Capabilities
Chambers Global 2024 (Japan)

M&A Deal of the Year (Premium)
CVC's acquisition of Shiseido
Asian Legal Business (ALB) Japan Law Awards 2022

Our ability to provide global coverage and bilingual
service was at the forefront of our representation of:Panasonic Corporation on its acquisition of the remaining
80% of the capital stock interests of Blue Yonder, aleading end-to-end, digital fulfillment platform provider,at an enterprise value of US$8.5 billion on a cash-free,debt-free basis. This transaction adds to the 20% stakeof Blue Yonder which Panasonic Corporation acquired inJuly 2020, also represented by White & Case
PayPal Holdings, Inc. in its acquisition of Paidy Inc., aleading two-sided payments platform and provider ofbuy now, pay later solutions in Japan, for an enterprisevalue of ¥300 billion, or approximately US$2.7 billion

Debt Finance and Restructuring

Debt finance and restructuring are at
the core of White & Case’s practiceglobally. Our clients benefit from ourability to support and guide them in
executing complex, heavily negotiatedfinancial transactions across multiple
time zones and jurisdictions.
Debt finance and finance
Our Tokyo team has extensive experience in syndicatedloans and all manner of acquisition financings, leveraged
buyouts, secured and unsecured financing transactions,securitizations and structured financings.
Members of our team have played key roles in manygroundbreaking transactions, including representing:
MUFG Bank, SMBC, Mizuho Bank and Sumitomo
Mitsui Trust Bank, as Mandated Lead Arrangers in
the US$7.5 billion acquisition of Hitachi Metals by
Bain Capital.
CVC Capital Partners in connection with the financing
for its US$1.5 billion acquisition of the personal carebusiness of Shiseido from Shiseido Company, Limited. It
was awarded "M&A Deal of the Year (Premium)" at ALB
Japan Law Awards 2022.
Sumitomo Mitsui Banking Corporation, MUFG Bank,
Ltd. and Mizuho Bank, Ltd. as mandated lead arrangers
on the ¥1 trillion senior facilities for refinancing of theleveraged facilities for Bain Capital’s acquisition of
Toshiba Memory – the original acquisition was thelargest leveraged buyout deal in Asia and the largest
Japanese inbound deal at the time.
Japan Bank for International Cooperation (JBIC) on its
loan agreement with Takeda Pharmaceutical Company
Limited, amounting up to US$3.7 billion (JBIC's portion),
to finance part of the funds required for acquiring Shire
plc in Ireland.

“White & Case is always dedicatedto assisting on our transactions
with their deep knowledge as wellas their international network.”
Chambers Asia-Pacific 2023 (Japan)

Band 1Banking & Finance: International, andBanking & Finance: Domestic
Chambers Asia-Pacific 2024 (Japan)

Banking & Finance
Chambers Global 2024 (Japan)

Debt Market Deal of the Year
Bain Capital’s Tender Offer for Hitachi Metals
Asian Legal Business (ALB) Japan Law Awards 2023

Banking and Financial Services
Law Firm of the Year
Asian Legal Business (ALB) Japan Law Awards 2020

Restructuring and insolvency
Our dedicated business restructuring and insolvency groupis highly regarded in the market for its ability to provide a
blended service across the five core areas of debt finance,
capital markets, insolvency, litigation and private equity.
We advise creditors, debtors and other market participants on
all aspects of distressed business enterprise transactions andregularly act for insolvency appointment takers from the major
accountancy firms and boutique players. Our emphasis is on
finding constructive, innovative and cost-efficient solutions.
Our dual-qualified and bilingual restructuring andinsolvency lawyers in Tokyo form a formidable teamthat is well-versed in the full range of Japanese, US,
and English insolvency and restructuring techniques.

Japan

5

Project Development and FinanceWhite & Case has one of the mostexperienced projects and energy teamsin the region. Our team has developed
an array of innovative solutions forsome of the largest projects in theworld, earning us a reputation foroffering creative advice that meets thecommercial needs of our clients.
Projects and energy
Our Tokyo-based team advises on legal matters related toproject structuring and development, financing, mergers
and acquisitions, offtake and transportation, government
regulation, construction, operation and maintenance, andother project-related issues. We advise across sectors
ranging from oil and gas, LNG, petrochemicals andmining and metals, to power, , telecommunications andother infrastructure. We are also active in the rapidlygrowing energy transition space advising across solar,
wind, battery and energy storage systems as well ashydrogen. Our team has advised on some of the largest
and most prominent deals in the world, including the
majority of LNG projects in the market today as well as
many of Asia’s most cutting-edge renewable projects.
We have represented sponsors and lenders on
a number of landmark transactions worldwide.
Our work includes representing:lenders including Japan Bank for International
Cooperation (JBIC) in the US$ multibillion financingof the development of a gas liquefaction facility inMozambique to monetize recent large-scale gas
discoveries in the Rovuma Area 1 Offshore Basin;
leading Japanese gas and electric utilities in relation
to equity investments in greenfield LNG projects andarrangements for foundation LNG offtake from thoseprojects; and6

White & Case“What makes W&C [Japan] practiceunique is that you have both [an] English
and Japanese Law highly trained,
specialised and devoted team of lawyers.
Also, they always put the clients frontand center above other considerations
and ensure at all costs that for every
matter, relevant resources are appliedand available at all times, and if needed,kept on standby.”
The Legal 500 Asia-Pacific 2024
“I would not hire any firm other thanWhite & Case, particularly in South Eastand North Asia. Their team is reallyan extension of our company. They
have my full trust and confidence.”
Chambers Asia Pacific 2024
Tier 1
Projects and Energy
The Legal 500 Asia-Pacific 2024 (Japan)

Band 1
International & Cross-Border Capabilities
Chambers Global 2024 (Japan)

Asia Pacific Offshore Wind
Deal of the Year
Hai Long Project
Project Finance International (PFI) Awards 2023

Global Multilateral Deal of the Year
Mozambique LNG
Project Finance International (PFI) Awards 2020

one of the world’s largest solar technology andrenewable energy companies in connection with anumber of Japan inbound investments in Japan’ssolar sector.

Investment Funds

White & Case’s coordinated investment
funds team guides funds throughtheir entire lifecycle. With extensive
experience advising on both theformation of, and investment in,private or public funds in Japan,
Cayman, Luxembourg, Delaware,
Singapore and any other major fundjurisdictions, our team provides legal
sophistication and crucial insight into
all major investment strategies.
Having advised a broad range of clients that include
sponsors in both developed and emerging markets,
as well as global institutional investors, our Japan
investment funds team represents the full range ofprivate equity, real estate, infrastructure, credit andsecondaries funds, as well as hedge and hybrid funds.
Our clients choose us because we are able to serve
as a one-stop shop to assist with all phases of a fund’s
lifecycle, covering the structuring and organizationof upper-tier management entities, the structuring,marketing and maintenance of investment fund vehicles,
downstream transactions, fund restructurings, exits,
and wind-downs. Whether a client is an establishedfund sponsor or a new entrant seeking to raise its first
fund, our Japan investment funds team can assist withstructuring investment vehicles, considering the diverse
needs of the sponsor and its particular investment
objectives, and providing the critical guidance necessary
to successfully negotiate the fundraising process. We
are ideally situated to advise fund sponsors regarding
structures that are designed to meet their commercial
objectives and cater to the evolving tax, regulatory
and operational requirements of the fund’s investors,
regardless of where those investors may be domiciled.

“The team is committed to delivering
the outcome in a timely manner, arevery transparent in their communication
within the team and with theclient, and are efficient. They makethemselves available when needed.”
The Legal 500 Asia-Pacific 2024
“The firm has deep experience andexpertise in fund formation andstructuring across various strategies
and geographies. Client-oriented
culture and very close team work todeliver high-quality product on time.”
The Legal 500 Asia-Pacific 2023

Ranked as a Leading Firm for Investment
Funds in Asia-Pacific and Greater China
Chambers Asia-Pacific 2023

We also advise both Japanese and global clients on
their investments into private funds, co-investments,
secondaries transactions, separately managed accounts
and other fund-related transactions. Due to the variety ofcross-border mandates we are instructed on, our team
benefits from wide-ranging exposure to market terms
and practice in the global private funds marketplace.

Japan

7

Real Estate

In today’s complex world, virtually all
real estate investment is multifaceted.
The success of real estate projects andinvestments often hinges on innovative
structuring, financing and development
techniques. We offer integrated advice
across a range of practice areas,
uniquely tailored for each transaction.
Our team of responsive and commercially focusedlawyers is experienced in virtually every aspect ofJapanese real estate and real estate financing. Ourlawyers have an understanding of the business issues
you face, and they provide integrated and focused
solutions, transforming local knowledge into clear advice.
Drawing upon the experience and capabilities ofWhite & Case worldwide, our Japan practice provides
a full range of legal services relating to the ownership,assembly, acquisition, development, construction,
litigation, operation, management, financing andsecuritization of real estate and nonperforming
loan assets in Japan.
The range of services we can offer includes:
Real estate fund investments and formations
Special Purpose Corporation (TMK) formation,
qualification and transaction structuring pursuant
to the Asset Liquidation Law
Advice on the real property law aspectsof non-conventional debt instruments andinstruments securing their repayment
Pre-and post-bankruptcy strategy in connection
with loan restructurings, workouts andacquisitions of non-performing assets
Representation in regulatory approvaland enforcement proceedings

8White & Case“They are capable of handling complex
transactions in the real estate sector,
including some of the new asset
types that have come out in themarket including data centres.”Chambers Asia-Pacific 2023 (Japan)

Tier 1
Real Estate and Construction
The Legal 500 Asia-Pacific 2023 (Japan)

Real Estate Deal of the Year
AXA Investment Managers –Real Assets’ Joint Venture with ESR
Asian Legal Business (ALB) Japan Law Awards 2019

Representation in civil litigation andarbitration proceedings
Domestic and international engineeringand construction projects
Preparation of architectural, engineering andother professional services agreements
Despite a challenging market, our Tokyo real estatepractice has continued to offer flexible and creative
solutions on a number of significant transactions,
including advising ESR Group on the formationof a perpetual core fund and joint venture among
ESR, AXA Investment Managers - Real Assets(AXA IM) and a major sovereign wealth fund on theacquisition of six logistics properties in Japan for
US$1 billion. It was awarded Asian Legal BusinessJapan Law's "Real Estate Deal of the Year" in 2019.

Disputes, Competition andInternational Trade

Our Tokyo dispute resolution teamconsists of Japanese and USadmitted lawyers. This team assists
in developing effective safeguards to
avoid disputes and risks before theyarise, and achieves fast, cost-effective
solutions when they do.
Our Tokyo office has a depth of experience in dispute
resolution methods across all business, financial
and industrial sectors and activities, with particularexperience in disputes and counseling involving:
Antitrust and competition

Infrastructure projects

Aviation and shipping

Insolvency andrestructuring

Construction andengineeringIntellectual property

Distribution andsupply agreements

International trade/WTO

Employment issues

Product liability andproduct safety

Finance transaction
disputes
Foreign Corrupt
Practices Act

M&A and joint ventures

Regulatory investigations“White & Case has the most trusted andclient-friendly antitrust team. The firm
has a close relationship with Japan’s key
stakeholders including the Japan Fair Trade
Commission, which makes it well informed
about regulatory changes in Japan.”
The Legal 500 Asia-Pacific 2023 (Japan)“The team can answer all my questions
very quickly and precisely.”“The service levels are very highand meet our expectations.”
Chambers Global 2023 (Japan)
Band 1
International Trade
Chambers Global 2023 (Japan)
Chambers Asia-Pacific 2023 (Japan)

Tier 1
Antitrust and Competition
The Legal 500 Asia-Pacific 2023 (Japan)

White collar crime

Our team is able to draw on the resources of our global
network of more than 500 dispute resolution-specialized
lawyers, ensuring that we act seamlessly for clients
across multiple jurisdictions and time zones.
Our significant resources, not only in Tokyo but
also in Frankfurt, London, Mexico City, New York,Paris, Singapore, Stockholm, Washington, DC andelsewhere throughout the world, mean that weare equipped to manage disputes on a global basis
in both emerging and developed markets.

Japan

9

Key contacts

Shino Asayama
Corporate/M&A
Partner, Tokyo

Julien Bocobza
Project Development and FinancePartner, Tokyo

Toshio Dokei
Antitrust/Competition
Partner Of Counsel, Tokyo

T +81 3 6384 3160
E sasayama@whitecase.com

T +81 3 6384 3232
E julien.bocobza@whitecase.com

T +81 3 6384 3231
E tdokei@whitecase.com

Nels Hansen
Corporate/M&A
Partner, Tokyo
T +81 3 6384 3240
E nels.hansen@whitecase.com

Paul Harrison
Project Development and FinancePartner, Tokyo

William MoranInternational Trade
Partner, Tokyo

T +81 3 6384 3239
E pharrison@whitecase.com

T +81 3 6384 3163
E wmoran@whitecase.com

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White & Case

Zenya Onishi
Debt FinancePartner, Tokyo

Eriko Sakata
Investment Funds
Partner, Tokyo

Naoya Shiota
Corporate/M&A
Partner, Tokyo

T +81 3 6384 3133
E zenya.onishi@whitecase.com

T +81 3 6384 3282
E eriko.sakata@whitecase.com

T +81 3 6384 3140
E naoya.shiota@whitecase.com

Clara Shirota
Debt FinancePartner, Tokyo, Hong Kong SAR

Jun Usami
Corporate/M&A
Partner, Tokyo

T +81 3 6384 3268
E clara.shirota@whitecase.com

T +81 3 6384 3272
E jusami@whitecase.com

Japan

11

Contact us

Americas

Europe, Middle East and Africa

Asia-Pacific

BostonT +1 617 979 9300

Abu Dhabi
T +971 2 611 3400

Johannesburg
T +27 11 341 4000

Beijing
T +86 10 5912 9600

ChicagoT +1 312 881 5400

AstanaT +7 717 255 28 68

LondonT +44 20 7532 1000

Hong Kong
T +852 2822 8700

HoustonT +1 713 496 9700

BerlinT +49 30 880911 0

Luxembourg
T +352 26 48 00 80

Jakarta*
T +62 21 2992 7000

Los Angeles
T +1 213 620 7700

Brussels
T +32 2 239 26 20

MadridT +34 91 787 6300

Melbourne
T +61 3 8486 8000

Mexico City
T +52 55 5540 9600

Cairo
T +202 2461 8200

Milan
T +39 02 00688 300

Seoul
T +82 2 6138 8800

Miami
T +1 305 371 2700

Doha
T +974 440 64300

Muscat*T +968 2409 1900

Shanghai
T +86 21 6132 5900

New York
T +1 212 819 8200

Dubai
T +971 4 381 6200

Paris
T +33 1 55 04 15 15Singapore
T +65 6225 6000

São Paulo
T +55 11 3147 5600

Düsseldorf
T +49 211 49195 0

PragueT +420 255 771 111

SydneyT +61 2 8249 2600

Silicon Valley
T +1 650 213 0300

Frankfurt
T +49 69 29994 0

RiyadhT +966 11 499 3600

Tokyo
T +81 3 6384 3300

Washington, DC
T +1 202 626 3600

GenevaT +41 22 906 9800

Stockholm
T +46 8 506 32 300

Hamburg
T +49 40 35005 0

Tashkent
T +998 71 140 81 01

Helsinki
T +358 9 228 641

Warsaw
T +48 22 50 50 100

Istanbul
T +90 212 354 2000

12

White & Case

AP201411-003_ENG_79*Associated firm

whitecase.com
In this publication, White & Casemeans the international legal practicecomprising White & Case llp, a
New York State registered limited
liability partnership, White & Case llp,
a limited liability partnership incorporated
under English law, and all other affiliatedpartnerships, companies and entities.
This publication is prepared for thegeneral information of our clientsand other interested persons. It isnot, and does not attempt to be,comprehensive in nature. Due tothe general nature of its content, it
should not be regarded as legal advice.
Attorney Advertising.
Prior results do not guarantee
a similar outcome.