Davis Polk’s Tokyo office, which opened in 1987, was among the first Asian offices established by the top Wall Street firms. The Tokyo office is staffed by one partner qualified in Japan as a Foreign Special Member (Gaikokuho-Jimu-Bengoshi) of the Daiichi Tokyo Bar Association and six other professionals under direct supervision.
The principal focus in our Tokyo office is on capital markets transactions and mergers and acquisitions/joint ventures involving Japanese and foreign enterprises. We also work on high-yield debt and acquisition finance, structured and project finance and credit and leveraged finance transactions as well as compliance and internal investigations, and a broad range of other corporate and advisory projects. We play a central role in the flow of major cross-border transactions involving many sectors of the Japanese economy with a particular concentration in technology and financial institutions.
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Davis Polk has been active in Japan for over 90 years. Today, we are among the leading U.S. legal advisers on complex transactions involving Japanese companies and the Japanese marketplace. Our Tokyo office draws support from colleagues in our Hong Kong, Beijing, New York, London and Menlo Park offices as needed to ensure successful execution of transactions.
Together with our Hong Kong and Beijing office lawyers, we are also actively engaged in advising on private equity transactions and international securities offerings involving companies in China, Korea, India, Taiwan and Southeast Asia.
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- Daikin Industries/Goodman Global. We advised Daikin Industries, Ltd. on its $3.7 billion acquisition of Houston, Texas-based Goodman Global, Inc. from affiliates of Hellman & Friedman LLC. Daikin Industries is an Osaka, Japan-headquartered manufacturer that is a global leader in HVAC products. Goodman Global is a North American manufacturer of HVAC products. Hellman & Friedman is a leading private equity investment firm based in San Francisco, California.
- Nippon Life Insurance Company. We advised Nippon Life Insurance Company on a Rule 144A/Regulation S offering of $2 billion aggregate amount of 5% step-up callable subordinated notes due 2042. Nippon Life is the largest private life insurance company in Japan in terms of both assets and revenues and the world's fourth-largest life insurance group by revenues.
- NEC/Convergys’ Information Management business. We advised NEC Corporation on its $449 million acquisition of Convergys Corporation’s Information Management business. Following the acquisition, NEC integrated the Information Management business into NetCracker Technology Corporation, a subsidiary of NEC and a provider of telecom operations and management systems to communications service providers worldwide.
- Tokyo Stock Exchange/Osaka Securities Exchange. We advised Tokyo Stock Exchange Group in connection with its business combination transaction with Osaka Securities Exchange.
- Chuo Mitsui Trust/Sumitomo Trust and Banking. We advised Chuo Mitsui Trust Holdings on its management integration with Sumitomo Trust and Banking. The transaction created Japan’s fifth-largest banking group by assets and an entity with an initial market capitalization of $14.7 billion.
- Sumitomo Mitsui Financial Group. We advised Sumitomo Mitsui Financial Group on its registration with the Securities and Exchange Commission and listing on the New York Stock Exchange. With a market capitalization of approximately $41 billion, this was the largest NYSE listing since 2002 and the largest ever NYSE listing by a Japanese company.
- Emerson/Nidec. We advised Emerson, a global technology company, in connection with the sale of its Motors and Appliance Controls businesses to Nidec, a Kyoto, Japan-based manufacturer of small precision motors.
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- Toyo Seikan/Stolle Machinery. We advised Toyo Seikan, one of the largest beverage and food can manufacturers in Japan, in connection with its acquisition of Stolle Machinery. Based in Colorado, Stolle Machinery is one of the major canning and end-making machinery manufacturers.
- Sumitomo Mitsui Financial Group/Promise. We advised Sumitomo Mitsui Financial Group in connection with its tender offer to purchase outstanding shares of Promise, a Japanese consumer finance company.
- ORIX Corporation. We regularly advise ORIX Corporation, a Japanese provider of a broad range of commercial and consumer finance products and services, on SEC-registered debt shelf takedowns.
- Morgan Stanley/MUFG. We advised Morgan Stanley in connection with a $7.8 billion investment by Mitsubishi UFJ Financial Group, a Tokyo-based international financial services provider, in Morgan Stanley.
- Morgan Stanley/MUFG. We are advising Morgan Stanley on the conversion by Mitsubishi UFJ Financial Group of convertible preferred stock into common stock of Morgan Stanley.
- Nippon Mining/Nippon Oil. We advised Nippon Mining Holdings, a Japanese oil and gas refiner and marketer, in connection with its merger of equals with Nippon Oil, a Japanese oil and gas refiner and marketer. The transaction created JX Holdings, one of the world’s largest private sector oil companies and Japan’s third-largest company based on revenues. On its first day of trading, JX Holdings had a market capitalization of $12.4 billion.
- Sumitomo Mitsui Financial Group. We advised Sumitomo Mitsui Financial Group on its $3.8 billion cash tender offers for two series of perpetual subordinated bonds and two series of perpetual preferred securities issued by its finance subsidiaries.
- Nikko Asset Management/Sumitomo Trust & Banking. We advised Nikko Asset Management, a Japanese investment management company, on its ¥112.4 billion acquisition by Sumitomo Trust and Banking, a Japanese trust bank.
Read the
Tokyo Office Brochure for additional transactions.
Tokyo office lawyers not identified as Gaikokuho Jimu Bengoshi are qualified under the laws of New York or other jurisdictions outside Japan and working in Japan under the supervision and direction of Gaikokuho Jimu Bengoshi resident in the firm's Tokyo office.
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