Transactions
Morrison & Foerster's Tokyo office is active in advising clients on a wide range of transactional and other antitrust issues,
working closely with our antitrust teams in Brussels and Washington D.C. to provide coordinated global advice. Kei Amemiya,
who joined Morrison Foerster/Ito Mitomi after 3 years with the Japan Fair Trade Commission, provides special insight into
Japanese competition law and regulatory issues.
Recent transactions in which we have provided antitrust advice include the following:
- Fujitsu’s sale of its interest in Fujitsu Hitachi Plasma Display (2005). We represented Fujitsu and Hitachi in connection
with Fujitsu's sale to Hitachi of a 30.1% interest in Fujitsu Hitachi Plasma Display Limited, a leading manufacturer of plasma
display panels.
- Fujisawa’s $7.6 billion merger with Yamanouchi (2005). We represented both Fujisawa and Yamanouchi in the international aspects
of the $7.6 billion worldwide merger of their operations, including international antitrust clearance for the merger in the
U.S., South America, and Asia (outside of Japan). The merger integrated Japan’s 2nd and 11th largest pharmaceutical companies to
create Astellas, one of Japan's three largest pharmaceutical companies, and was the largest pharmaceutical merger in Japan
to date at the time of closing.
- Hitachi’s acquisition of IBM’s Hard Disk Drive business (2005). We represented Hitachi in its $2 billion acquisition of IBM’s
hard disk drive business (with over 20,000 employees in 8 countries), including in connection with the worldwide antitrust
review of the transaction in the U.S., EC, South America, and Asia.
- Toshiba’s joint venture with Canon (2004). We represented Toshiba in the international antitrust aspects of its $2 billion
SED flat-display panel joint venture with Canon.
- Fujitsu’s flash memory joint venture with Advance Micro Devices (2003). We represented Fujitsu in the worldwide antitrust
review of the restructuring and expansion of its long-standing flash memory joint venture with AMD.
- Toshiba’s LCD joint venture with Matsushita (2003). We represented Toshiba and Matsushita in the international antitrust
aspects of their global joint venture to combine their LCD businesses.
- Fujitsu’s global alliance with NCR (2002). We represented Fujitsu in the formation of its global strategic alliance with
NCR to design, develop, manufacture, and supply next-generation automated teller machines and cash dispensers.
- Technicolor’s acquisition of Panasonic Disc Service Corporation (2002). We represented Technicolor, a division of Thomson
S.A., in its acquisition of Panasonic Disc Service Corporation, a subsidiary of Matsushita specializing in DVD and CD replication.
- ITOCHU and Marubeni Corporation in the merger of their steel businesses (2001). We represented ITOCHU and Marubeni in the
international aspects of the global merger of their steel fabrication and distribution businesses.
- Toshiba’s sale of its battery business to Sanyo Electric (2001). We represented Toshiba in the international antitrust aspects
of the sale of its nickel-hydride battery business to Sanyo.
- Matsushita’s acquisition of control over its joint venture with Philips Electronic Corporation (2001). We represented Matsushita
in its acquisition of control over its battery joint venture with Philips.
- Verio’s sale to NTT Group (2000). We represented Verio in its $5 billion sale to NTT, including worldwide antitrust review
of the transaction.
- Fujitsu’s acquisition of Amdahl Corporation (1997). We represented Fujitsu in antitrust aspects of its $1.2 billion acquisition
of Amdahl Corporation.
Litigation
Morrison & Foerster’s antitrust practice includes a broad and deep team of seasoned, marquee trial and antitrust attorneys,
to whom many organizations have turned when facing must-win situations in litigation or before antitrust agencies. The scale
of the practice, with experienced antitrust lawyers in each major office around the world, allows the firm to handle a wide
range of matters involving multi-state and international issues seamlessly.
Morrison & Foerster lawyers have represented parties in antitrust litigation initiated by private parties as well as governmental
agencies, from the trial stage through all levels of appeal. Notable recent cases include EchoStar Communications Corp. v.
Gemstar-TV Guide International, Inc., In re Vitamins Antitrust Litigation, American Booksellers et al. v. Barnes & Noble,
et al., The Coca-Cola Company v. Omni, In re Cosmetics Antitrust Litigation, and In re Natural Gas Antitrust Cases I, II,
III and IV. The firm also filed amicus briefs on behalf of Fortune 500 companies and trade associations in antitrust cases
before the Supreme Court, including Verizon Communications v. Trinko, 540 U.S. 398 (2004).
As a global law firm, Morrison & Foerster’s attorneys regularly represent clients in matters before U.S. federal and state
antitrust enforcement agencies, including the Antitrust Division of the Department of Justice, the Federal Trade Commission,
and state attorneys general. The firm is also experienced at representing clients before non-U.S. regulatory bodies, such
as the European Commission and the Japan Fair Trade Commission. Among the clients represented by the firm in matters involving
multi-jurisdictional antitrust/competition law issues are Fujitsu, Hitachi, Matsushita Electric, Thomson and Toshiba.
In addition to direct representation in antitrust matters, the firm’s lawyers provide counseling to clients regarding a wide
range of antitrust issues, including mergers and acquisitions, joint ventures, pricing policies, intellectual property licensing,
distribution arrangements, trade associations, unfair trade and deceptive advertising issues, and antitrust compliance programs.
The firm frequently advises non-U.S. clients regarding U.S. antitrust concerns, and both U.S. and non-U.S. clients in matters
involving non-U.S. antitrust issues.
For further information about Morrison & Foerster’s practice in Japan, please contact Ken Siegel, Managing Partner of the
Tokyo office, at +81 3 3214-6522 or ksiegel@mofo.com .
