Nishimura & Asahi has extensive experience in a wide range of capital market transactions such as (i) debt/equity offerings and IPOs in Japanese and foreign capital markets (e.g., global offerings, global IPOs, foreign listings, domestic offerings, rights offerings, Euro CBs, Alpine CBs, Euro bonds, MTN program, samurai bonds and POWLs) by various issuers such as Japanese corporations, foreign corporations, Japanese sovereign issuers, foreign governments and foreign sovereign issuers, (ii) public offerings and private placements of other financial instruments such as REIT securities, investment trusts and securitization products (including REITs’ IPO and ETF listings), and (iii) other finance transactions such as third party allotments of equity securities (including equity commitment lines). We provide comprehensive professional legal advice to all parties (e.g., issuers, underwriters and agents) involved in such capital market transactions.
With regard to the secondary markets, we advise securities companies and other financial institutions, issuers, shareholders and other relevant parties in connection with the disclosure documents required under the Japanese securities regulations, timely disclosure documents required under the stock exchange rules, sales of long-held shares, share buy-backs, block trades and other security-related transactions. We also have experience in bond restructuring transactions and debt equity swaps.
Further, we are often involved in transactions that require a high level of expertise, such as issuance and offerings of regulatory capital securities and hybrid finance by operating companies.
- Related practice areas
- M&AJoint VenturesPrivate EquityStartups & Venture CapitalCorporate GovernanceCorporate & Commercial TransactionsBankingInsuranceFinance Regulations/ComplianceAsset Management/FundsREIT/Real Estate FinanceVenture FinanceStructured Finance/SecuritizationAcquisition FinanceDerivativesCross-border Financial TransactionsCorporate Reorganization & Civil RehabilitationOut-of-Court WorkoutsEarly Stage RestructuringAccounting FraudInsider TradingMarket ManipulationOther Breaches of the Financial Instruments & Exchange ActBusiness SuccessionsInfrastructure/PPPElectricity/GasNatural Resources & EnergyTelecommunicationsBroadcasting Internet/Cyber LawFilmEntertainmentSportsMedicine/Medical DevicesMedical Field/HealthcareHealthcare IT/Medical CloudBiotechnologyElectronicsAutomotive & Auto PartsAerospace/SpaceRobotics/Artificial IntelligenceChemicalsChinaHong KongKoreaTaiwanSingaporeMalaysiaPhilippinesIndonesiaThailandVietnam/Mekong AreaMyanmarIndiaOther Asian CountriesTurkey/Middle EastEU & EU Member StatesEuropean Countries (except EU Member States)/Russia/CIS United StatesCanadaBrazilMexicoOther Latin American CountriesAfricaAustralia/New Zealand
- Capital injection in a company listed on JASDAQ by a listed company in Taiwan in exchange for the allocation of new shares.
- Subscription of third-party allocation of shares in Wuthelam Holdings Pte Ltd. and gaining corporate control over the Asian companies that are in joint ventures with the above company by Nippon Paint Holdings Co., Ltd.
- 2013 - 2015
- Full repayment of the public funds, about 871 billion JPY, by Resona Holdings, Inc.
- Subscription of third-party allocation of shares of ASKUL Corporation by Yahoo Japan Corporation
- In the first case of the issuance of Taiwan Depository Receipts (TDR) on TWSE by a Japanese listed company as its secondary listing, provided legal advice to the issuing company as its legal counsel.
Client Alert: The FSA of Japan finalized the revisions of the short-selling regulations (September 2013)Financial Regulation Newsletter