Seven & i Holdings Co., Ltd. - Response to Acquisition Proposal from Alimentation Couche-Tard Inc.

Mr. Ota has a breadth of practical international and domestic legal experience, focusing on the areas of hostile takeovers, shareholder activism, M&A transactions (including cross-border deals), corporate governance and other corporate matters, domestic / international Tax, personal information / data protection, and works on a wide range of corporate legal affairs. He was selected as the NIKKEI "Most Successful Lawyers in 2022" in the corporate law category (1st), the NIKKEI "Most Successful Lawyers in 2021" in the corporate law (excl. M&A) category (2nd), and also the NIKKEI "Most Successful Lawyers in 2020" in the M&A category (1st) and the corporate law category (3rd). In addition, he dedicates himself to research and writing activities that bridge academia and practice on cutting-edge issues related to the Companies Act, the Financial Instruments and Exchange Act, tax law, the Act on the Protection of Personal Information, etc. He has edited and authored many books and papers, such as “Schemes and Tax Issues of M&A and Corporate Restructuring, 4th Ed.”, “Corpus Juris M&A - Completely Revised Edition (first volume) (second volume)”, “Handbook on Share Options (Fifth Edition)”, “Corpus Juris Series - Personal Information Protection Legislation (Global)”, “Handbook on Class Shares”, “Nuts and Shell of the 2019 Amendment of the Companies Act and Practical Response”, “Legal Issues and Practices of Virtual Shareholders’ Meeting”, etc.

Nobuya has extensive experience supporting our clients in M&A transactions and other corporate matters, including general shareholders meetings, shareholder activism and corporate governance issues. In the M&A field, Nobuya represents our corporate clients in mergers, corporate reorganizations, privatization transactions and business divestures. He is also active in cross-border transactions, both in in-out and out-in transactions.

Shinji provides strategic and practical advice to both public and private clients in various corporate matters, including cross-border M&A transactions. Shinji is well accustomed to communicating closely with clients, addressing their concerns precisely, proposing strategic solutions, and providing legal services in a timely manner. Shinji’s practice covers various M&A transactions, such as Inbound / Outbound cross-border deals, mergers between public companies, tender offers, management buy-outs, privatization transactions, business alliances, corporate reorganizations, and joint ventures. Shinji also deals with a wide range of corporate matters, including corporate governance matters, defenses against hostile takeovers and shareholder activism, advice on shareholder meetings, corporate disputes, and labor matters. In addition, Shinji has published various articles on M&A topics and corporate law topics in Japan.

Junko Wakabayashi specializes in antitrust and competition law. She has extensive experience with various antitrust matters and issues, including merger filings, cartels, transactional matters, and compliance, in both domestic and cross-border cases. She regularly engages with global clients and negotiates with competition authorities on their behalf. Due to her prior experience at the Ministry Land, Infrastructure, Transport, and Tourism, where she engaged in policy and rule making, as well as operations, and built a network of connections in government offices, Junko has a deep knowledge and understanding of regulations and government affairs, particularly those that impact transportation industries (e.g., aviation, automotive). She was seconded to a major energy company, where she acquired familiarity with the energy industry. Her wide range of experience enables her to provide precise, tailored advice that accurately addresses and responds to each client’s needs and business operations.

As a core member of our acquisition finance practice, Yuki regularly advises private equity funds and major companies (as borrowers) and banks, leasing companies and mezzanine funds (as financers) on M&A transactions. He also advises asset managers and financial institutions on fund formation, fund investment, subscription finance, and other day-to-day issues. He frequently serves as counsel to arrangers and originators in structured finance transactions, primarily those involving securitization of receivables and other assets. His extensive knowledge of his clients’ businesses and relevant financial regulations enables him to offer practical, well-balanced regulatory advice, including advice on the Financial Instruments Exchange Act and the Banking Act of Japan.

Takashi advises in all areas of competition law, including Japanese merger control and compliance, as well as global merger control and investigation involving collaboration with local counsel. His practical advise is based in knowledge and experience garnered through practice in Japan and the EU including secondment to one of the leading firms in global competition law practice in Brussels and over a decade of employment with the Japan Fair Trade Commission.