Morrison & Foerster’s Tokyo office is active in representing sponsors in both the formation of Japan- and Asia‑based funds,
and in a broad range of investments for those funds.
With over 100 attorneys (including over 40 Japan-admitted attorneys), we have a unique ability to staff matters with attorneys
who are experienced in both global “best practices” and the requirements of Japanese law.
Asia Private Equity
Recent Asia-wide private equity transactions on which we have assisted include:
- Warburg Pincus
- Represented Warburg Pincus as a sponsor in the US$180 million leveraged buyout of Shandong Deosen Corporation Ltd., one of
the largest global producers of xanthan gum. This deal was awarded Best Leveraged Finance Deal by AsiaMoney for 2006.
- Represented Warburg Pincus in its US$150 million purchase of a 9.7% stake in Hong Kong-listed Gome Electrical Appliances Holdings
Ltd., a leading PRC and Hong Kong-based electronics retailer.
- Goldman Sachs
- Represented Goldman Sachs (Asia) Finance as the lead investor in the financing, subsequent NYSE listing and global IPO of
Suntech Power Holdings Co. Ltd., a leading PRC-based manufacturer of photovoltaic solar cells.
- Represented Goldman Sachs Principal Strategies in connection with its preferred financing of Eurosoccer Digital TV Holdings
Ltd. We also represented Goldman Sachs Principal Strategies Asia in its follow-on financing of Eurosoccer.
- Represented Goldman Sachs Principal Strategies in its financing of Suyin Corporation, a leading Taiwanese manufacturer of
electronics components for the consumer electronics, communications and aviation industries.
- Represented The Goldman Sachs Group, Inc. in its preferred financing ofSchemaLogic, Inc., a leading US-based provider of business semantics management for Global 5000 companies.
- Represented Goldman Sachs Principal Strategies in its preferred financing of CDMTV. CDMTV is the largest digital mobile television
advertising network operator in China.
- Represented Goldman Sachs Principal Investment, Walden International and Lightspeed Venture Partners in their preferred financing
of Advanced Micro-Fabrication Equipment (AMEC), a Shanghai-based semiconductor equipment manufacturer.
- Represented Goldman Sachs (Asia) Financein its acquisition of a 2.25% stake in Shenzhen and Hong Kong Stock Exchange-listed
ZTE Corp., a leading PRC telecommunications equipment provider.
- Represented Goldman Sachs (Asia) Finance as a co-investor in the financing of Rock Mobile, a leading Taiwanese wireless value-added
services provider.
- Morgan Stanley Principal Investments. Represented Morgan Stanley Principal Investments in several investments in enterprises with China operations, including
the purchase of convertible notes from GCL-Poly Energy Holdings Limited. We have also represented Morgan Stanley Principal
Investments with respect to various preferred share pre-IPO investments in companies with operations in China.
- TPG. Represented TPG in its equity financing of ShangPharma Corporation, a Shanghai-based chemistry research outsourcing business
that provides services to major pharmaceutical companies such as Eli Lilly, Pfizer, and GSK.
Japan Private Equity Transactions
In Japan, we regularly represent many of the most active private equity investors including Carlyle, CCMP, Mizuho Capital,
and Advantage Partners.
Recent transactions on which we have assisted include:
- Mizuho Capital Partners. Represented Mizuho Capital in its going-private deal with Kawasaki-based plastic auto parts maker Faltec.
- Mizuho CapitalPartners. Represented Mizuho Capital in the management buyout of Nikkoshi Co., Ltd, a Japan-based manufacturer of computer peripheral
parts.
- Mizuho Capital Partners. Represented Mizuho Capital in its acquisition of a controlling stake in Vantec Corp., a Japanese transportation company,
from British investment companies 3i Group and PPM Ventures.
- Mizuho Capital Partners. Represented Mizuho Capital in its acquisition of Nissan’s stake in Hashimoto Forming and subsequent preferred stock investment
in, and consolidation with, another auto parts company.
- Mizuho Capital Partners. Represented Mizuho Capital in its acquisition of Ebara Udylite Co., Ltd. from Ebara Corporation and Enthone Inc.
- Nomura Principal Finance. Represented Nomura Principal Finance in its US$870 million management-employee buyout of Tsubaki Nakashima, a Japan-based
precision ball bearing manufacturer. In the transaction, Nomura acquired a 97.18% stake in Tsubaki by way of tender offer,
and upon successful conclusion of the tender offer, Tsubaki managers and employees acquired 10% of the company’s outstanding
shares.
- Secured Capital Japan. Represented Secured Capital, a global private equity fund, in its US$1.25 billion purchase and leaseback of 180 Japan outlets
of Mitsubishi Fuso Truck and Bus Corporation.
- Advantage Partners and CCMP Capital. Two separate teams of our attorneys represented Advantage Partners and CCMP Capital in their separate bids to acquire Sanyo
Semiconductor.
- Mitsubishi UFJ. Represented Mitsubishi UFJ Financial Group in its US$100 million investment in, and strategic alliance with, Perella Weinberg,
the investment bank established by Joseph Perella (former founder of Wasserstein Perella).
- Citigroup Principal Investments. Represented Citigroup Principal Investments in its investment in New City Corporation, a leading real estate company in
Japan.
- The Carlyle Group. Represented Carlyle as a lead investor (together with Japan Telecom and Goldman Sachs) in theUS$100 million financing of
eAccess, a Japanese provider of broadband-Internet access services.
- Intel Capital. Represented Intel Capital in its US$150 million investment in Elpida, a joint venture between Hitachi and NEC which is
the world’s fifth largest DRAM chip manufacturer.
Fund Formation Matters
We are currently working on a wide range of fund formation projects for our sponsor clients, including:
- forming a private equity fund intended to invest in significant minority stakes of Japanese listed companies - organized as
a joint venture between our clients, a U.S. based hedge fund advisor and a Japanese sponsor;
- forming a buyout fund being established by the private equity affiliate of a major Japanese trading company;
- forming a fund for Japanese investors targeting resort projects outside of Japan, sponsored by a Japan real estate investment
and management company; and
- forming a follow-on Japan real estate fund limited to “anchor” investors in the sponsor’s previous fund.
Some of our recently completed fund formation projects include:
- Advantage Partners, Inc. Represented Advantage Partners, a leading Japanese private equity firm, in the formation of its $415 million Japan-focused
buyout fund.
- AMB Property Corporation. Represented AMB, a leading global developer and owner of industrial real estate, in the formation of AMB Japan Fund I, L.P.,
a yen-denominated fund with over $550 million of equity capital, which will invest $2 billion on a leveraged basis in distribution
facilities near airports, highway systems and seaports in Japan’s major metropolitan areas.
- CREED Corporation. Represented CREED in the formation of its fund with approximately JPY 56.5 billion of equity capital from institutional investors,
and which plans to invest up to JPY 230 billion on a leveraged basis in office buildings and residential properties in Japan’s
major metropolitan areas.
- SoftBank.Represented SoftBank in the formation of its $1 billion Asia Infrastructure Funds “SAIF”, a group of investment funds focusing
on investments in Asia-based infrastructure and service providers.
