Goldman Sachs Securities Co., Ltd. - Sale of Japan Renewable Energy Co. Ltd.
Leading Japanese law firm Nishimura & Asahi advised an infrastructure fund managed by asset management division of Goldman Sachs Japan Co., Ltd. on its sale of Japan Renewable Energy Co. Ltd. to ENEOS Corporation [TSE: 5001].
The Nishimura & Asahi team advising Goldman Sachs was led by partners Asa Shinkawa and Keitaro Hamada from our corporate/M&A practice, and Nathan G. Schmidt, Amane Kawamoto and Ryoji Moroi from our natural resources & energy practice, supported by Akira Iizuka.
Asa Shinkawa has been a partner in the M&A/corporate group at Nishimura & Asahi since 2001. She has a long and successful history of advising Japanese and international corporations and private equity firms. Ms. Shinkawa has advised on mergers and acquisitions, tender offers, cross border transactions, domestic acquisitions and divestitures and going private transactions, restructurings and spin offs, joint ventures, and numerous other kinds of transactions and commercial arrangements. Ms. Shinkawa has been recognized as one of the world's leading lawyers in the field of Corporate/Mergers and Acquisitions in Chambers Global - The World's Leading Lawyers for Business, since 2009, and is ranked as one of the top practitioners in Japan in the field of Corporate/M&A. She was awarded "Dealmaker of the Year" at the ALB Japan Law Awards 2022, "Dealmaker of the Year, North Asia" at the ALB Women in Law Awards 2021 and "Woman Lawyer of the Year" at the ALB Japan Law Awards 2020, "M&A Deal of the Year” at the IFLR Asia-Pacific Awards 2022, "Private Equity Deal of the Year” at The Asia Legal Awards 2021 and "Legal Expertise: Creating a New Standard” at the Financial Times Asia-Pacific Innovative Lawyer Awards 2019, and has received many other accolades. In addition, she has advised on M&A transactions and integrations/business combinations between public corporations in which merger control considerations were a critical prerequisite for the consummation of the transactions. Ms. Shinkawa has also advised extensively on the application of antitrust law in relation to joint ventures, business alliances and other types of cooperative arrangements between competitors, sole-distributorship arrangements, distribution agreements, dealer agreements and license arrangements. She was engaged in the reform of the electricity system in Japan, as an expert member of governmental committees under the Electricity and Gas Market Surveillance Commission and various committees of the Advisory committees for Natural resourse and Energy of the METI from 2015 to 2021.
He represents clients engaged in a broad range of banking and finance matters, including real estate financing facilities, leveraged financing transactions, restructurings, project financing facilities and structured finance transactions. He also has expertise in representing foreign and domestic investors, funds, and corporate entities in various types of matters, including joint ventures, mergers, acquisitions, and investment transactions. In recent years, he has also represented clients engaged in many solar PV projects and other renewable energy projects.
Amane has extensive experience in a number of project finance transactions and acquisitions in connection with renewable energy projects in Japan and other Asian countries. In addition to his broad knowledge of the complex regulations surrounding renewable energy, he also has a deep understanding of IPP business reinforced by his work experience in London at a major Japanese trading company. His clients include domestic and international energy project developers, investors, lenders, construction contractors, and utility companies. He advises, represents, and advocates on behalf of clients in a wide range of transactions in the renewable energy sector, including development of green-field projects, debt and equity financing, selling and acquisition of energy projects, and legal due diligence. He also has a wealth of experience in offshore wind projects from the emergence of offshore wind business in Japan in the mid-2010s, including advising clients in the public tender process under the Offshore Renewable Energy Act.
Since the Great East Japan Earthquake in 2011, Moroi Ryoji has been proactively focused on renewable energy related sectors in Japan. He has deep knowledge of the energy-related regulations in Japan and has advised a multitude of Japanese and foreign clients on a wide range of projects (such as development of solar power plants, onshore wind energy plants, offshore wind energy plants, and biomass power plants) and project finance transactions to satisfy their various needs. He has a wealth of experience advising on real estate and structured finance transactions, excels at handling transactions requiring cross-sectional knowledge, and possesses international experience, having worked at Marubeni Europower Limited in London for two years.
Keitaro deals with various cross-border M&A transactions, both inbound and outbound, backed by his experience working in U.S. and Australian law firms. He has an extensive track record of success in handling private equity deals, not only on acquisitions but also on exits. Further, his practice includes M&A generally, such as business integrations, carve-outs, and JV formation. Clients value his outstanding analysis, communication, and presentation skills beyond just language (both Japanese and English), which he leverages for successful discussions and negotiations with clients, advisors, and counterparties.
Since joining Nishimura & Asahi, Akira has been involved in numerous corporate and M&A deals, including mergers, acquisitions, corporate reorganizations, capital and business alliances, joint ventures, and take-private transactions by PE funds. In particular, Akira has advised on many cross-border transactions. While seconded to ITOCHU Corporation in 2019-2020, Akira was involved in energy- and infrastructure-related transactions, and he has continued to advise on these transactions since his return.