Toyota Motor Corporation: Definitive Agreements for the Business Integration of Hino Motors Ltd. and Mitsubishi Fuso Truck and Bus Corporation

Atsushi combines his experience as an entrepreneur in Silicon Valley and his broad experience as a business attorney to provide solutions to tech companies and startups, including the design of transaction flows and contractual frameworks in business model creation, fundraising, various types of business collaboration with large corporations, IP strategy building, global business expansion, and strategic M&A and joint venture deals. For larger corporations, he advises on business collaboration with companies in other industry domains and on investments in and business collaborations with startups as well as on their new business model creation.

Yotaro engages in all aspects of corporate legal affairs, focusing on domestic and overseas M&A and startup-related deals. Leveraging his broad knowledge and experience, Yotaro analyzes transaction structures, designs execution plans and negotiation strategies, and supports the analysis and execution of transactions to achieve their goals and objectives. In the M&A field, Yotaro has a track record of success in numerous deals, including cross-border transactions, and possesses broad knowledge. In addition, Yotaro lived in Singapore for more than two years and has engaged in numerous M&A deals in Southeast Asia. Having been in charge of M&A transactions in the Corporate Strategy Department of a major listed company, Yotaro has expertise in supporting deals based on the in-house processes and corporate culture of Japanese companies. In the field of startups and new business development, Yotaro has worked on numerous projects for the formation of joint ventures between large listed companies and domestic and overseas startups, the formation or development of new businesses, business alliances, and startup investment. With respect to startup investment, Yotaro possesses extensive knowledge and experience in investments around the world, including in Japan, the U.S., and Southeast Asian countries, as well as in South America and India, and provides advice based on the strategic objectives of Japanese companies and CVCs. Yotaro also has a wealth of experience in supporting start-up companies and has strengths in M&A transactions, financing, intellectual property strategy, and support for overseas business expansion, taking into consideration the characteristics of startups. In addition, Yotaro has a wide range of support experience, including in litigation and disputes between companies, scandals, and labor issues.

He has an extensive track record representing issuers, managers and selling shareholders in various capital markets transactions, incduling global IPOs, global follow-on offerings, convetibles bonds offerings, debt offerings, private investments in public companies (PIPEs), J-REITs offerings. He also has been active in fincance transactions by venture companies.

His extensive experience includes securitization transactions regarding a wide variety of receivables and other asset classes as a legal counsel for originators, arrangers, and trustees, and he has worked on structured finance transactions involving various schemes, including those achieved for the first time ever in Japan. He has a great deal of experience engaging in the development of new trust products and complicated trust schemes. As he has worked at the Corporate Accounting and Disclosure Division, the Planning and Coordination Bureau, the Financial Services Agency of Japan, and also has experience engaging in the planning of the financial regulations there, he has provided advice to many financial institutions, including banks, trust banks, securities firms, insurance companies, and nonbanks, as well as business companies and start-ups which enter the financial businesses. He also has a great deal of experience advising companies with respect to the application of the financial regulations on novel transactions or products, including FinTech areas. He has a wealth of experience participating as a member of various study groups and working groups, including government and academia conferences, and has frequently written and spoken on a wide range of topics involving legal systems and finance practice; thus, he is recognized as an opinion leader in the field of finance law.

Kazumaro’s antitrust practice spans various industries, including automotive, energy, telecommunication, medical/healthcare and finance. Kazumaro regularly represents clients in high-profile matters, including merger and acquisitions that require approval in multiple jurisdictions, and global and domestic cartel investigations.

Satoru has been engaged in M&A transactions, business alliance/collaboration deals including cross-border transactions since 2010. Also, Satoru was seconded to a legal department and a new business office of listed companies in Japan for 4 years in total, and he dealt with many transactions, such as investment and business alliance/collaboration from the sourcing of the transactions through to the negotiation of the agreement, implementation of the necessary procedures and PMI, and assessing the alliance effect after the closing. Based on this experience, Satoru provides multifaceted legal advice in a timely and flexible manner in accordance with the size and nature of the individual transaction.

Suguru Sato has broad experience and expertise in handling domestic M&A transactions between listed companies, investments in startup companies, acquisitions by private equity funds, going private transactions through tender offer, and cross-border transactions, including strategy planning, structuring, and execution. He gained experience on secondment to two major corporations and had the opportunity to be involved in their internal decision making regarding investments in closed companies and capital and business alliances. Based on this experience, he is able to support his clients in the execution of their transactions, including internal decision making, from a client-friendly viewpoint. He also has substantial experience in advising on shareholder meetings, post-merger integrations, and domestic and cross-border general corporate transactions． Suguru Sato strives to provide his clients with flexible and prompt legal services in line with their particular needs.

Nobu Tanaka is a partner in our Antitrust and International Trade practice team dealing with merger control, cartel/bid rigging, monopoly, unfair trade practice and dispute related cases. Nobu has much experience in dealing with cross-border merger control, international cartels and cross-border litigation cases. Through his 3 years experience in the U.S., Nobu has a deep understanding of the legal, business and cultural difference between Japan and other countries and he has expertise in explaining Japanese laws in a plain manner. Nobu always tries to understand clients’ interest and clients’ businesses deeply so that he can provide better and flexible solution. Nobu has good reputation in deep understanding of industries and business. In addition to antitrust cases, Nobu also handles various non-antitrust matters, such as cross-border commercial litigation, internal investigation, white-collar matters and cross-borer corporate transaction and general corporate matters including advice relating to new business in Japan. He also has a good reputation in timely and efficient communication. Nobu has LL.M degree at Stanford Law School (2017) and J.D. degree at University of Tokyo School of Law (magna cum laude). Nobu is fluent in English.

Hudson regularly advises Japanese and non-Japanese clients in large, complex cross-border transactions, including stock acquisitions, asset acquisitions, private equity and venture capital investments, intellectual property agreements, joint ventures and strategic alliances. Clients value his communication skills, both in Japanese and English, and his dedication to producing successful outcomes.

Kentaro has been involved in a significant number of capital market transactions including Euro bond offerings, global bond offerings, IPOs, follow-on offerings and convertible bonds offerings, conducted by both Japanese issuers and foreign issuers, as the issuer’s counsel or underwriter’s counsel. In addition, he advises on compliance with Japanese disclosure and reporting requirements.

Kozo’s anti-trust/competition practice covers every area of the practice, i.e., violation cases such as cartel and unilateral conduct, merger regulations, and compliance to prevent violations of Japanese and foreign competition laws. Kozo continues to be recognized by international law journals as one of the top practitioners in Japan in the area of competition law. He has handled large scale international cartel cases and has contributed to the realization of prominent merger regulations. In the area of international trade law, Kozo is widely recognized as a pioneer of trade law practice in Japan and has advised both the private sector and governmental agencies. He has been involved in most of the trade remedy investigations, such as those for the imposition of anti-dumping duties and subsidy countervailing duties as counsel to Japanese and foreign clients, and in some overseas trade remedy investigations to defend Japanese clients. In addition, Kozo’s practice covers international disputes, corporate crisis management, and regulatory investigations.